Common use of Reports Filed with Securities and Exchange Commission Clause in Contracts

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Form 10-D, signed by the Depositor, with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) below. Any disclosure that is in addition to the monthly statement and that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor (“Additional Form 10-D Disclosure”), shall be, pursuant to the paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party as set forth in Exhibit D) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement to the contrary, the Grantor Trust Trustee, as master servicer and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 of Regulation AB with respect to the Underlying Series for purposes of including such information in each Form 10-D that is required to be filed under this Agreement.

Appears in 3 contracts

Samples: Grantor Trust Agreement (Bear Stearns Structured Products Inc. Trust 2007-R3), Grantor Trust Agreement (Bear Stearns Structured Products Inc. Trust 2007-R3), Grantor Trust Agreement (Bear Stearns Structured Products Inc. Trust 2007-R3)

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Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorServicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying SeriesDate; provided that, that the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust , and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DR) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement to the contrary, the Grantor Trust Trustee, as master servicer and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 of Regulation AB with respect to the Underlying Series for purposes of including such information in each prepare any Additional Form 10-D that is Disclosure absent such reporting and approval. (ii) (A) Within five (5) calendar days after the related Distribution Date, (i) the parties set forth in Exhibit R shall be required to provide, pursuant to section 3.18(a)(v) below, to the Trustee and the Depositor, to the extent known, in XXXXX-compatible format, or in such other form as otherwise agreed upon by the Trustee and the Depositor and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be filed under responsible for any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this AgreementSection.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2006-Ar5), Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2007-Ar1)

Reports Filed with Securities and Exchange Commission. The Securities Administrator shall reasonably cooperate with the Depositor in connection with the Trust Fund’s satisfying the reporting requirements under the Exchange Act. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the responsible parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the HarborView Mortgage Loan Trust 2007-6 transaction shall be required to provide to the Securities Administrator, the Depositor and MxXxx Xxxxxx LLP, to the extent known by a responsible officer thereof, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit T hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying SeriesSecurities Administrator shall, shall aggregate and make available no later than 10 calendar days after the Distribution Date, forward electronically a copy of the Form 10-D to the Depositor all information provided pursuant and MxXxx Xxxxxx LLP. Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date (or the next succeeding Business Day), the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.19.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (HarborView 2007-6), Pooling and Servicing Agreement (HarborView 2007-6)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included detailing all data elements specified in the Form 10-D filed for the Underlying SeriesItem 1121(a) of Regulation AB; provided that, that the Grantor Trust Trustee shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D Q to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust , and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DQ) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit Q shall be required to provide, pursuant to section 3.16(a)(v) below, to the contraryTrustee and the Depositor, to the extent known, in XXXXX-compatible format, or in such other form as otherwise agreed upon by the Trustee and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be filed under responsible for any reasonable out-of-pocket expenses incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this AgreementSection.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (SACO I Trust 2006-4), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-Pc1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted exceptions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee Securities Administrator shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee Securities Administrator to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Seriesattached thereto; provided that, that the Grantor Trust Trustee Securities Administrator shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee Securities Administrator as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D Q and by the Trustee to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Securities Administrator and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Depositor pursuant to the paragraph immediately below, and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DP) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in Exhibit P and the Trustee shall be required to provide, pursuant to section 3.18(a)(v) below, to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible format, or in such other format as otherwise agreed upon by the Securities Administrator and the Depositor and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. Subject to the foregoing, the Securities Administrator has no duty under this Agreement to monitor or enforce the Underlying Agreement performance by the other parties listed on Exhibit P or by the Trustee of their duties under this paragraph or to proactively solicit or procure from such parties any Additional Form 10-D Disclosure information. The Depositor will be responsible for any reasonable out-of-pocket expenses incurred by the contrarySecurities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section. After preparing the Form 10-D, the Grantor Trust Trustee, as master servicer and securities administrator for Securities Administrator shall forward electronically a draft copy of the Underlying Series, shall aggregate and make available Form 10-D to the Depositor and the Master Servicer for review. No later than two (2) Business Days prior to the 15th calendar day after the related Distribution Date, a duly authorized officer of the Master Servicer shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Securities Administrator will follow the procedures set forth in Section 3.18(a)(vi). Promptly (but no later than one (1) Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website identified in Section 6.06 a final executed copy of each Form 10-D. The signing party at the Master Servicer can be contacted as set forth in Section 12.05. Form 10-D requires the registrant to indicate (by checking "yes" or "no") that it "(1) has filed all information provided pursuant reports required to Item 1121 be filed by Section 13 or 15(d) of Regulation AB the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. The Depositor shall notify the Securities Administrator in writing, no later than the fifth calendar day after the related Distribution Date with respect to the Underlying Series for purposes filing of including such information in each a report on Form 10-D that is required D, if the answer to either question should be filed under this Agreement"no." The Securities Administrator shall be entitled to rely on the representations made by the Depositor in Section 2.04(vi) in preparing, executing and/or filing any such Form 10-D.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (SACO I Trust 2006-10), Pooling and Servicing Agreement (SACO I Trust 2006-10)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted exceptions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Seriesattached thereto; provided that, that the Grantor Trust Trustee shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Depositor pursuant to the paragraph immediately below, and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DO) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit O shall be required to provide, pursuant to section 3.16(a)(iv) below, to the contraryTrustee and the Depositor, to the extent known, in XXXXX-compatible format, or in such other format as otherwise agreed upon by the Trustee and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to be filed form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Trustee has no duty under this AgreementAgreement to monitor or enforce the performance by the parties listed on Exhibit O of their duties under this paragraph or proactively solicit or procure from such parties any Additional Form 10-D Disclosure information. The Depositor will be responsible for any reasonable out-of-pocket expenses incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-He4), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-He3)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Payment Date (subject to permitted exceptions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee Securities Administrator shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement to be furnished by the Grantor Trust Trustee Securities Administrator to the Grantor Trust Certificateholders Securityholders for such Distribution Date pursuant to Section 3.06 hereofPayment Date, including any monthly statement with respect to provided that the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee Securities Administrator shall have received no later than five (5) calendar days after the related Distribution Date, Payment Date all information required to be provided to the Grantor Trust Trustee Securities Administrator as described in clause (a)(iv) below. Any disclosure that is in addition to the monthly statement and that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D G and the Indenture Trustee to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Securities Administrator and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee , and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee Securities Administrator is the reporting party as set forth in Exhibit DG) and approval. Notwithstanding anything Within seven (7) calendar days after the related Payment Date, (i) the parties set forth in this Agreement or Exhibit G and the Underlying Agreement Indenture Trustee shall be required to provide, pursuant to section 4.16(a)(iv) below, to the contrarySecurities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible format, or in such other form as otherwise agreed upon by the Securities Administrator and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to be filed form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. Subject to the foregoing, the Securities Administrator has no duty under this AgreementAgreement to monitor or enforce the performance by the other parties listed on Exhibit G or by the Indenture Trustee of their duties under this paragraph or to proactively solicit or procure from such parties any Additional Form 10-D Disclosure information. The Depositor will be responsible for any out-of-pocket expenses incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (SACO I Trust 2006-8), Sale and Servicing Agreement (Bear Stearns Second Lien Trust 2007-1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted exceptions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Seriesattached thereto; provided that, that the Grantor Trust Trustee shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D Q to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Depositor pursuant to the paragraph immediately below, and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DQ) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit Q shall be required to provide, pursuant to section 3.16(a)(iv) below, to the contraryTrustee and the Depositor, to the extent known, in XXXXX-compatible format, or in such other format as otherwise agreed upon by the Trustee and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to be filed form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Trustee has no duty under this AgreementAgreement to monitor or enforce the performance by the parties listed on Exhibit Q of their duties under this paragraph or proactively solicit or procure from such parties any Additional Form 10-D Disclosure information. The Depositor will be responsible for any reasonable out-of-pocket expenses incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-Aq1), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-He10)

Reports Filed with Securities and Exchange Commission. (a) REPORTS FILED ON FORM 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form "ADDITIONAL FORM 10-D Disclosure”), DISCLOSURE") shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided Depositor and the Securities Administrator and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryXxxxxxxxx Mortgage Securities Trust 2006-5 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an "ADDITIONAL DISCLOSURE NOTIFICATION"), and (ii) the Depositor will approve, as master servicer to form and securities administrator substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, the Securities Administrator shall aggregate and make available forward upon request electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Thornburg Mortgage Securities Trust 2006-5)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the HarborView Mortgage Loan Trust 2006-2 transaction shall be required to provide to the Securities Administrator and Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying Series, Securities Administrator shall aggregate and make available forward electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Harborview 2006-2)

Reports Filed with Securities and Exchange Commission. (a) The Trustee shall reasonably cooperate with the Depositor in connection with the Trust’s satisfying the reporting requirements under the Exchange Act. (i) (A) Within 15 12 calendar days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the Depositor, with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant Date. Any disclosure in addition to Section 3.06 hereof, including any the monthly statement with respect required to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement be included in on the Form 10-D filed (“Additional Form 10-D Disclosure”) shall be determined and prepared by the entity that is indicated in Exhibit T as the responsible party for providing that information, if other than the Underlying Series; provided thatTrustee, and the Grantor Trust Trustee will have no duty or liability to verify the accuracy or sufficiency of any such Additional Form 10-D Disclosure and the Trustee shall have received no later than five (5) liability with respect to any failure to properly prepare or file such Form 10-D resulting from or relating to the Trustee’s inability or failure to obtain any information in a timely manner from the party responsible for delivery of such Additional Form 10-D Disclosure. Within 3 calendar days after the related Distribution Date, all information each entity that is indicated in Exhibit T as the responsible party for providing Additional Form 10-D Disclosure shall be required to be provide to the Trustee and the Depositor, to the extent known, clearly identifying which item of Form 10-D the information relates to, any Additional Form 10-D Disclosure, if applicable. The Trustee shall compile the information provided to it, prepare the Grantor Trust Form 10-D and forward the Form 10-D to the Depositor for verification. The Depositor will approve, as to form and substance, or disapprove, as the case may be, the Form 10-D. No later than three Business Days prior to the 10th calendar day after the related Distribution Date, an officer of the Depositor shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Trustee. The Trustee shall have no liability with respect to any failure to properly file any Form 10-D resulting from or relating to the Depositor’s failure to timely comply with the provisions of this section. (ii) Within four (4) Business Days after the occurrence of an event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), the Depositor shall prepare and file any Form 8-K, as described in clause (a)(iv) below. Any disclosure that is required by the Exchange Act, in addition to the monthly statement initial Form 8-K in connection with the issuance of the Certificates. Any disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K (“Form 8-K Disclosure Information”) shall be determined and prepared by the entity that is indicated in Exhibit T as the responsible party for providing that information. For so long as the Trust is subject to the Exchange Act reporting requirements, no later than the end of business on the second Business Day after the occurrence of a Reportable Event, the entity that is indicated in Exhibit T as the responsible party for providing Form 8-K Disclosure Information shall be required to provide to the Depositor, to the extent known, the form and substance of any Form 8-K Disclosure Information, if applicable. The Depositor shall compile the information provided to it, and prepare and file the Form 8-K, which shall be signed by an officer of the Depositor. (iii) Prior to (i) March 30, 2007, or such earlier date as such filing may be required to be made under the rules of the Commission as in effect from time to time (the “Rules”) and (ii) unless and until a Form 15 Suspension Notice shall have been filed, March 30, or such earlier date as such filing may be required to be made under the Rules, of each year thereafter, the Trustee shall receive from the Servicer the annual compliance statement, together with a copy of the assessment of compliance and attestation report, pursuant to the Servicing Agreement (including with respect to any Subservicer or any Subcontractor, if required to be filed). Prior to (i) March 30, 2007 and (ii) unless and until a Form 15 Suspension Notice shall have been filed, March 30 of each year thereafter, the Trustee shall file a Form 10-K, in substance as required under the Rules, conforming to industry standards, with respect to the Trust. Such Form 10-K shall include (w) the Xxxxxxxx-Xxxxx Certification and any other documentation provided by the Servicer pursuant to the Servicing Agreement which is required to be filed with such Form 10-K, to the extent they have been timely delivered to the Trustee and the Depositor, (x) the annual certifications and assessments of compliance delivered by the Trustee, the Servicer and the Custodian, or any Subservicer or Subcontractor thereof, pursuant to this Agreement, the Servicing Agreement and the Custodial Agreement, (y) the related public accounting firm attestation reports and (z) such other information as is required by the Rules and Regulation AB. The Trustee shall not be responsible for determining what information is required to be filed on a Form 10-K in connection with the transactions contemplated by this Agreement and shall not be liable for the late filing of a Form 10-K or for the expenses for filing an amendment to a Form 10-K in the event that it does not receive (i) the documents required to be delivered to it in accordance with clauses (x)-(z) above or (ii) an executed copy of the Form 10-K from the Depositor within the time period described herein. In the event that the Trustee is unable to include any report required by either clause (x) or (y) in the immediately preceding sentence in the Form 10-K, the Trustee shall disclose such fact in the Form 10-K together with an explanation as to why such report is not included as an exhibit to the Form 10-K. Any disclosure or information in addition to that described in the preceding paragraph that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor K (“Additional Form 10-D K Disclosure”), ) shall be, pursuant to the paragraph (B) below, reported be determined and prepared by the parties set forth on entity that is indicated in Exhibit D to T as the Grantor Trust responsible party for providing that information, if other than the Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee will have no duty or liability for to verify the accuracy or sufficiency of any such Additional Form 10-K Disclosure. If information, data and exhibits to be included in the Form 10-K are not so timely delivered, the Trustee shall file an amended Form 10-K including such documents as exhibits reasonably promptly after they are delivered to the Trustee. The Trustee shall have no liability with respect to any failure hereunder to determine properly prepare or prepare file such periodic reports resulting from or relating to the Trustee’s inability or failure to timely obtain any information from any other party. Prior to (x) March 1, 2007 and (y) unless and until a Form 15 Suspension Notice shall have been filed, prior to March 1 of each year thereafter, each entity that is indicated in Exhibit T as the responsible party for providing Additional Form 10-K Disclosure shall be required to provide to the Trustee and the Depositor, to the extent known, the form and substance of any Additional Form 10-D K Disclosure absent such reporting (other than in Information, if applicable. The Trustee shall compile the case where information provided to it, prepare the Grantor Trust Trustee is Form 10-K and forward the reporting party as set forth in Exhibit D) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement to the contrary, the Grantor Trust Trustee, as master servicer and securities administrator for the Underlying Series, shall aggregate and make available Form 10-K to the Depositor for verification. The Depositor will approve, as to form and substance, or disapprove, as the case may be, the Form 10-K by no later than March 25 of the relevant year (or the immediately preceding Business Day if March 25 is not a Business Day), an officer of the Depositor shall sign the Form 10-K and return an electronic or fax copy of such signed Form 10-K (with an original executed hard copy to follow by overnight mail) to the Trustee. (c) The Trustee will provide electronic or paper copies of all information provided pursuant Form 10-D, 8-K and 10-K filings free of charge to Item 1121 any Certificateholder upon request. Any expenses incurred by the Trustee in connection with the previous sentence shall be reimbursable to the Trustee out of Regulation AB the Trust Fund. The Trustee shall have no liability with respect to any failure to properly file any Form 10-K resulting from or relating to the Underlying Series for purposes Depositor’s failure to timely comply with the provisions of including such information in this section. The Trustee shall promptly send copies of each periodic report filed on Form 10-D that or other applicable form, each annual report on Form 10-K, and each Form 15 Suspension Notification, together in each case with the acceptance confirmation receipt from XXXXX, to XxXxx Xxxxxx LLP and to the Depositor (i) by e-mail to the e-mail addresses provided in writing by each of XxXxx Xxxxxx LLP and the Depositor, respectively and (ii) to XxXxx Xxxxxx LLP at 0000 X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000, and to the Depositor at the address specified in Section 12.05, in each case to the attention of a designated contact specified by each of XxXxx Xxxxxx LLP and the Depositor, respectively. (d) Not later than March 15 of each year (beginning in 2007) (or, if such day is required to be filed under this Agreementnot a Business Day, the immediately preceding Business Day), the Trustee shall sign the Trustee Certification (in the form attached hereto as Exhibit P) for the benefit of the Depositor and its officers, directors and affiliates.

Appears in 1 contract

Samples: Pooling Agreement (Harborview 2006-5)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Form 10-D, signed by the Depositor, with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the any Underlying Series, and in the case of the Underlying 2007 Series, the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the each Underlying 2007 Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowbelow and pursuant to the side letter agreements. Any disclosure that is in addition to the monthly statement and that is required to be included on Form 10-D, including any information that is required to be filed under Form 10-D in connection with any of the Underlying Series (other than the Underlying 2007 Series) pursuant to the Underlying Agreements, the side letter agreements or as otherwise required to be provided or incorporated by reference as instructed by the Depositor (“Additional Form 10-D Disclosure”), shall be, pursuant to the paragraph (B) below, reported by the parties set forth on Exhibit D and reported by parties related to the Underlying Series pursuant to certain side letter agreements to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party as set forth in Exhibit D) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement Agreements to the contrary, the Grantor Trust Trustee, as master servicer and and/or securities administrator for each of the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 of Regulation AB with respect to the each Underlying Series for purposes of including such information in each Form 10-D that is required to be filed under this Agreement.

Appears in 1 contract

Samples: Grantor Trust Agreement (Bear Stearns Structured Products Inc. Trust 2007-R6)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 fifteen (15) days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included detailing all data elements specified in the Form 10-D filed for the Underlying SeriesItem 1121(a) of Regulation AB; provided that, that the Grantor Trust Trustee shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) immediately below, ,reported by the parties set forth on Exhibit D Q to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust , and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DQ) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit Q shall be required to provide, pursuant to section 3.16(a)(v) below, to the contraryTrustee and the Depositor, to the extent known, in XXXXX-compatible format, or in such other form as otherwise agreed upon by the Trustee and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be filed under responsible for any reasonable out-of-pocket expenses incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this AgreementSection.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I LLC Trust 2006-Ec1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Payment Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee Securities Administrator shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement to be furnished by the Grantor Trust Trustee Securities Administrator to the Grantor Trust Certificateholders Securityholders for such Distribution Payment Date pursuant to Section 3.06 hereofand detailing all data elements specified in Item 1121(a) of Regulation AB, including any monthly statement with respect to provided that the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee Securities Administrator shall have received no later than five (5) calendar days after the related Distribution Date, Payment Date all information required to be provided to the Grantor Trust Trustee Securities Administrator as described in clause (a)(iv) below. Any disclosure that is in addition to the monthly statement and that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D G to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Securities Administrator and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee , and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee Securities Administrator is the reporting party as set forth in Exhibit DG) and approval. Notwithstanding anything Within seven (7) calendar days after the related Payment Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit G shall be required to provide, pursuant to section 4.16(a)(iv) below, to the contrarySecurities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible format, or in such other form as otherwise agreed upon by the Securities Administrator and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be filed under responsible for any out-of-pocket expenses incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this AgreementSection.

Appears in 1 contract

Samples: Sale and Servicing Agreement (SACO I Trust 2006-1)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryLuminent Mortgage Trust 2006-2 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Sponsor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, the Securities Administrator shall forward electronically a draft copy of the Form 10-D to the Depositor (provided that is required such Form 10-D includes any Additional Form 10-D Disclosure) and the Master Servicer for review. No later than the Business Day prior to the date specified in the next sentence, the Depositor and the Master Servicer shall notify the Securities Administrator of any changes to or approval of such Form 10-D. No later than 2 Business Days prior to the 15th calendar day after the related Distribution Date, a senior officer of the Master Servicer in charge of the master servicing function shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Luminent Mortgage Trust 2006-2)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for For so long as the Trust is subject to the Exchange Act reporting requirements, within 15 days after each Payment Date, the Grantor Trust Trustee Securities Administrator shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement to be furnished by the Grantor Trust Trustee Securities Administrator to the Grantor Trust Certificateholders Securityholders for such Distribution Payment Date pursuant to Section 3.06 hereofand detailing all data elements specified in Item 1121(a) of Regulation AB, including any monthly statement with respect to provided that the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee Securities Administrator shall have received no later than five (5) calendar days after the related Distribution Date, Payment Date all information required to be provided to the Grantor Trust Trustee Securities Administrator as described in clause (a)(iv) below. Any disclosure that is in addition to the monthly statement and that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D F to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Securities Administrator and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee , and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee Securities Administrator is the reporting party as set forth in Exhibit DF) and approval. Notwithstanding anything in this Agreement or For so long as the Underlying Agreement Trust is subject to the contraryExchange Act reporting requirements, within five (5) calendar days after the related Payment Date, (i) the parties set forth in Exhibit F shall be required to provide, pursuant to Section 4.15(a)(iv) below, to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible format, or in such other form as otherwise agreed upon by the Securities Administrator and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be responsible for any out-of-pocket expenses incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section. In connection with the preparation and filing of any Form 10-D, the Securities Administrator shall include the following language in such Form 10-D: “The consolidated balance sheets of Financial Security Assurance Inc. ("Financial Security") as of the most recent calendar year ended and the related consolidated statements of income, changes in shareholder’s equity and cash flows for the calendar year then ended and the interim consolidated balance sheet of Financial Security as of the most recent calendar quarter ended, and the related statements of income, changes in shareholder's equity and cash flows for the calendar quarter ended, included in the Annual Report on Form 10-K and Quarterly Report on Form 10-Q of Financial Security, respectively, are hereby incorporated by reference into this Form 10-D and shall be deemed to be filed under part hereof. Any statement contained in a document incorporated herein by reference shall be modified or superseded for the purposes of this Agreement.Form 10-D to the extent that a statement contained herein by reference also modifies or supersedes such statement. Any statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this Form 10-D.”

Appears in 1 contract

Samples: Sale and Servicing Agreement (ACE Securities Corp. Home Equity Loan Trust, Series 2006-Gp1)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly related distribution date statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowattached thereto. Any disclosure that is in addition to the monthly distribution date statement and that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DH hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the HomeBanc Mortgage Trust 2006-1 Mortgage Pass-Through Certificates transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit K hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying Series, Securities Administrator shall aggregate and make available forward electronically a draft copy of the Form 10-D to the Depositor all information (provided pursuant to Item 1121 of Regulation AB with respect that such Form 10-D includes Additional Form 10-D Disclosure) and the Master Servicer for review. No later than the Business Day prior to the Underlying Series for purposes date specified in the next sentence, the Depositor and the Master Servicer shall notify the Securities Administrator of including any changes to or approval of such information Form 10-D. No later than 2 Business Days prior to the 15th calendar day after the related Distribution Date, a duly authorized officer of the Master Servicer in charge of the master servicing function shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this Section 8.04. Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of each Form 10-D D. Each party to this Agreement acknowledges that is required to be filed the performance by the Master Servicer and the Securities Administrator of their respective duties under this AgreementSection 8.04(a) related to the timely preparation, execution and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Section 8.04(a). Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage or claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (HomeBanc 2006-1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted exceptions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee Securities Administrator shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee Securities Administrator to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Seriesattached thereto; provided that, that the Grantor Trust Trustee Securities Administrator shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee Securities Administrator as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D P and by the Trustee to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Securities Administrator and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Depositor pursuant to the paragraph immediately below, and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DP) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in Exhibit P and the Trustee shall be required to provide, pursuant to section 3.18(a)(v) below, to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible format, or in such other format as otherwise agreed upon by the Securities Administrator and the Depositor and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. Subject to the foregoing, the Securities Administrator has no duty under this Agreement to monitor or enforce the Underlying Agreement performance by the other parties listed on Exhibit P or by the Trustee of their duties under this paragraph or to proactively solicit or procure from such parties any Additional Form 10-D Disclosure information. The Depositor will be responsible for any reasonable out-of-pocket expenses incurred by the contrarySecurities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section. After preparing the Form 10-D, the Grantor Trust Trustee, as master servicer and securities administrator for Securities Administrator shall forward electronically a draft copy of the Underlying Series, shall aggregate and make available Form 10-D to the Depositor and the Master Servicer for review. No later than two (2) Business Days prior to the 15th calendar day after the related Distribution Date, a duly authorized officer of the Master Servicer shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Securities Administrator will follow the procedures set forth in Section 3.18(a)(vi). Promptly (but no later than one (1) Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website identified in Section 6.06 a final executed copy of each Form 10-D. The signing party at the Master Servicer can be contacted as set forth in Section 12.05. Form 10-D requires the registrant to indicate (by checking "yes" or "no") that it "(1) has filed all information provided pursuant reports required to Item 1121 be filed by Section 13 or 15(d) of Regulation AB the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. The Depositor shall notify the Securities Administrator in writing, no later than the fifth calendar day after the related Distribution Date with respect to the Underlying Series for purposes filing of including such information in each a report on Form 10-D that is required D, if the answer to either question should be filed under this Agreement"no." The Securities Administrator shall be entitled to rely on the representations made by the Depositor in Section 2.04(vi) in preparing, executing and/or filing any such Form 10-D.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (SACO I Trust 2006-9)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for For so long as the Trust Fund is subject to the Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Form 10-D, signed by the Depositor, with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than within five (5) calendar days after the related Distribution Date, all (i) the Mortgage Loan Seller shall provide, pursuant to Section 7(a)(iv) below, the information set forth in Exhibit 7 required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) below. Any disclosure that is in addition to the monthly statement and that is required to be included reported on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”)) to the Securities Administrator and the Purchaser, shall to the extent known by a responsible officer thereof, in EDGAR-compatible format, or in such other form as otherwise agreed upon by the Securities Administrator, the Purchaser and the Mortgage Loan Seller, and (ii) the Purchaser will approve, as to form and substance, or disapprove, as the case may be, pursuant to the paragraph (B) below, reported by inclusion of the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such on the Form 10-D to be filed by the Purchaser pursuant to Section 3.18 of the Pooling and Servicing Agreement. (ii) For so long as the Trust Fund is subject to the Exchange Act reporting (other requirements, no later than in the case where close of business on the Grantor Trust Trustee is 2nd Business Day after the reporting party as occurrence of an event requiring disclosure on Form 8-K set forth in Exhibit D7 (a “Reportable Event”) and approval. Notwithstanding anything in this Agreement (i) the Mortgage Loan Seller shall provide, pursuant to Section 7(a)(iv) below, the information related to a Reportable Event or the Underlying Agreement that is otherwise required to be included on Form 8-K (“Form 8-K Disclosure Information”) to the contrarySecurities Administrator and the Purchaser, to the extent known by a responsible officer thereof, in EDGAR-compatible format, or in such other form as otherwise agreed upon by the Securities Administrator, the Grantor Trust TrusteePurchaser and the Mortgage Loan Seller, and (ii) the Purchaser shall approve, as master servicer to form and securities administrator for substance, or disapprove, as the Underlying Seriescase may be, shall aggregate the inclusion of the Form 8-K Disclosure Information on the Form 8-K to be filed by the Purchaser pursuant to Section 3.18 of the Pooling and make available Servicing Agreement. (iii) No later than March 15th of each year that the Trust Fund is subject to the Depositor all information provided Exchange Act reporting requirements, commencing in 2007, (i) the Mortgage Loan Seller shall provide, pursuant to Item 1121 of Regulation AB with respect Section 7(a)(iv) below, the information set forth in Exhibit 7 required to be reported on Form 10-K (“Additional Form 10-K Disclosure”) to the Underlying Series for purposes Securities Administrator and the Purchaser, to the extent known by a responsible officer thereof, in EDGAR-compatible format, or in such other form as otherwise agreed upon by the Securities Administrator, the Purchaser and the Mortgage Loan Seller, and (ii) the Purchaser will approve, as to form and substance, or disapprove, as the case may be, the inclusion of including such information in each the Additional Form 10-K Disclosure on the Form 10-K to be filed by the Purchaser pursuant to Section 3.18 of the Pooling and Servicing Agreement. (iv) The Mortgage Loan Seller hereby agrees to notify and provide to the Securities Administrator and the Purchaser, to the extent known by a responsible officer thereof, all Additional Form 10-D Disclosure, Additional Form 10-K Disclosure or any Additional Form 8-K Disclosure Information (collectively, the “Additional Disclosure”) relating to the Trust Fund. The Securities Administrator’s obligation to include such Additional Disclosure in the applicable Exchange Act report is subject to receipt from the Mortgage Loan Seller as and when required as described in Section 7(a)(i) through (iii) above. Such Additional Disclosure shall be accompanied by a notice substantially in the form of Exhibit 8. (v) For so long as the Trust Fund is subject to the Exchange Act reporting requirements, within five (5) calendar days after the related Distribution Date, the Mortgage Loan Seller shall request that is the Servicer provide, to the extent it has knowledge, any information required under Items 1121(a)(9) and 1121(a)(10) of Regulation AB to be filed under this Agreement.the Securities Administrator and the Purchaser not later than ten (10) days prior the deadline for the filing of any distribution report on Form 10-D.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-St1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted exceptions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Seriesattached thereto; provided that, that the Grantor Trust Trustee shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D P to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Depositor pursuant to the paragraph immediately below, and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DP) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit P shall be required to provide, pursuant to section 3.16(a)(iv) below, to the contraryTrustee and the Depositor, to the extent known, in EXXXX-compatible format, or in such other format as otherwise agreed upon by the Trustee and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to be filed form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Trustee has no duty under this AgreementAgreement to monitor or enforce the performance by the parties listed on Exhibit P of their duties under this paragraph or proactively solicit or procure from such parties any Additional Form 10-D Disclosure information. The Depositor will be responsible for any reasonable out-of-pocket expenses incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-He2)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for For so long as the Trust Fund is subject to Exchange Act reporting requirements, within fifteen (15) days after each Distribution Date (subject to permitted extensions under the Grantor Trust Trustee shallExchange Act), in accordance with industry standards, the Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement related Monthly Statement attached thereto. The Securities Administrator shall also include with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the each Form 10-D filed for any disclosure required by the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) below. Any disclosure that is Exchange Act in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), shall be, pursuant ) subject to the paragraph (B) below, reported receipt of such information by the parties set forth Securities Administrator from the entity indicated on Exhibit D to N as the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved party responsible for inclusion by the Depositorproviding that information. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in Exhibit Dthe next paragraph. (i) The Servicer, the Master Servicer, the Securities Administrator, the Custodian, the Trustee, the Depositor and approval. Notwithstanding anything in this Agreement or the Underlying Agreement Sponsor agree to notify and to provide to the contrarySecurities Administrator and the Depositor, within five (5) calendar days after each Distribution Date, and to the extent known by a responsible officer thereof, in XXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure for which such party is responsible as set forth on Exhibit N hereto, as master servicer together with an additional Disclosure Notification in the form of Exhibit H hereto (an “Additional Disclosure Notification”). The Depositor will be responsible for any reasonable fees and securities administrator for expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this paragraph. (ii) After preparing the Form 10-D, the Securities Administrator shall aggregate and make available forward electronically a draft copy of the Form 10-D to the Depositor all information (provided pursuant such Form 10-D includes any Additional Form 10-D Disclosure) for review. No later than the twelfth (12th) calendar day after the related Distribution Date, the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect the filing of such Form 10-D. A duly authorized representative of the Master Servicer in charge of the master servicing function shall sign each final Form 10-D. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Underlying Series for purposes Securities Administrator will follow the procedures set forth in Section 5.13(c)(ii). Promptly (but no later than one (1) Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of including such information in each Form 10-D filed by the Securities Administrator. Each party to this Agreement acknowledges that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 5.13(a) related to the timely preparation, execution and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties as set forth in this Agreement. Neither the Master Servicer or the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct. (i) For so long as the Trust Fund is subject to Exchange Act reporting requirements, within four (4) Business Days after the occurrence of an event set forth on Exhibit N hereto or such other event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), and subject to receipt of such information by the Securities Administrator from the entity indicated on Exhibit N as the responsible party for providing that information, the Securities Administrator shall prepare and file on behalf of the Trust Fund any Form 8-K, as required by the Exchange Act, provided that the Depositor shall file the initial Form 8-K in connection with the issuance of the Certificates. Any disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K other than the initial Form 8-K (“Form 8-K Disclosure Information”) shall be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Form 8-K Disclosure Information or any Form 8-K, except as set forth in the next paragraph. (ii) The Servicer, the Master Servicer, the Securities Administrator, the Custodian, the Trustee, the Depositor and the Sponsor agree to notify and provide to the Securities Administrator, no later than the close of business (New York City time) on the second (2nd) Business Day after the occurrence of a Reportable Event for which such party is responsible for as set forth on Exhibit N hereto to the extent known by a responsible officer thereof, in XXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Form 8-K Disclosure Information, for which such party is responsible for as set forth on Exhibit N hereto, together with an Additional Disclosure Notification. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Form 8-K Disclosure Information on Form 8-K pursuant to this paragraph. (iii) After preparing the Form 8-K, the Securities Administrator shall forward electronically a draft copy of the Form 8-K to the Depositor for review. Promptly, but no later than the close of business on the third Business Day after the reportable event, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to or approval of such Form 8-K. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 8-K is in final form and the Securities Administrator may proceed with the execution and filing of such Form 8-K. No later than 12:00 p.m. New York City time on the fourth (4th) Business Day after the reportable event, a duly authorized representative of the Master Servicer in charge of the master servicing function shall sign the Form 8-K and return an electronic or fax copy of such signed Form 8-K (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 8-K cannot be filed on time or if a previously filed Form 8-K needs to be amended, the Securities Administrator will follow the procedures set forth in Section 5.13(c)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will, make available on its internet website a final executed copy of each Form 8-K. The parties to this Agreement acknowledge that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 5.13(b) related to the timely preparation, execution and filing of Form 8-K is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Agreement. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 8-K, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct. (c) (i) On or prior to January 30 of the first year in which the Securities Administrator is able to do so under applicable law, the Securities Administrator shall prepare and file a Form 15 Suspension Notification relating to the automatic suspension of reporting in respect of the Trust Fund under the Exchange Act. The Securities Administrator shall notify the Servicer, the Master Servicer, the Securities Administrator, the Custodian, the Trustee, the Depositor and the Sponsor that a Form 15 has been filed and that the Trust Fund shall no longer be subject to Exchange Act reporting requirements and that each such party need no longer comply with this Section 5.13 unless otherwise notified by the Depositor.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Nomura Home Equity Loan, Inc., Home Equity Loan Trust, Series 2006-He1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying SeriesDate; provided that, that the Grantor Trust Trustee shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D Q to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust , and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DQ) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit Q shall be required to provide, pursuant to section 3.16(a)(v) below, to the contraryTrustee and the Depositor, to the extent known, in XXXXX-compatible format, or in such other form as otherwise agreed upon by the Trustee and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be filed under responsible for any reasonable out-of-pocket expenses incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this AgreementSection.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-He6)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted exceptions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Seriesattached thereto; provided that, that the Grantor Trust Trustee shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Depositor pursuant to the paragraph immediately below, and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DO) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit O shall be required to provide, pursuant to section 3.16(a)(iv) below, to the contraryTrustee and the Depositor, to the extent known, in EXXXX-compatible format, or in such other format as otherwise agreed upon by the Trustee and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to be filed form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Trustee has no duty under this AgreementAgreement to monitor or enforce the performance by the parties listed on Exhibit O of their duties under this paragraph or proactively solicit or procure from such parties any Additional Form 10-D Disclosure information. The Depositor will be responsible for any reasonable out-of-pocket expenses incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-He5)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DS hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the HarborView Mortgage Loan Trust 2006-BU1 transaction shall be required to provide to the Securities Administrator and Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying Series, Securities Administrator shall aggregate and make available forward electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Harborview 2006-Bu1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for For so long as the Trust Fund is subject to Exchange Act reporting requirements, within fifteen (15) days after each Distribution Date (subject to permitted extensions under the Grantor Trust Trustee shallExchange Act), in accordance with industry standards, the Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowMonthly Statement attached thereto. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, be reported to the Depositor and the Securities Administrator by the entity indicated on Exhibit N and approved by the Depositor pursuant to the paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositorfollowing paragraph. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DN hereto, within five (5) calendar days after the related Distribution Date, (i) each Transaction Party shall be required to provide to the Securities Administrator and to the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit H hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying Series, Securities Administrator shall aggregate and make available forward electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two (2) Business Days after receipt of such copy, but no later than the twelfth (12th) calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect the execution and filing of the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Underlying Series for purposes Securities Administrator will follow the procedures set forth in Section 5.14(d)(ii). Promptly (but no later than one (1) Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of including such information in each Form 10-D filed by the Securities Administrator. Each party to this Agreement acknowledges that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 5.14(a) related to the timely preparation, execution and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties as set forth in this Agreement. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct. (b) Each of Form 10-D and Form 10-K requires the registrant to indicate (by checking “yes” or “no”) that it “(1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.” The Depositor hereby represents to the Securities Administrator as of the date hereof that the Depositor has (1) filed all such required reports that (a) the Depositor has undertaken to file on its own behalf or (b) relate to other securitization transactions of the Depositor for which Xxxxx Fargo Bank, National Association, in its capacity as Securities Administrator or similar capacity, does not have the exclusive obligation to prepare and file during the preceding 12 months; provided, however, that the Depositor shall not be obligated to make such representation with respect to any filings made by the Securities Administrator on behalf of the Depositor, and (2) that it has been subject to such filing requirement for the past 90 days. The Depositor shall notify the Securities Administrator in writing, no later than the fifth calendar day after the related Distribution Date with respect to the filing of a report on Form 10-D and no later than March 15th with respect to the filing of a report on Form 10-K, if the answer to the questions should be “no”. The Securities Administrator shall be entitled to rely on such representations in preparing, executing and/or filing any such report. (i) For so long as the Trust Fund is subject to Exchange Act reporting requirements, within four (4) Business Days after the occurrence of an event set forth on Exhibit N hereto under the caption “Form 8-K Disclosure Information” or such other event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), or if requested by the Depositor, and subject to receipt of such information by the Securities Administrator from the entity indicated on Exhibit N as the responsible party for providing that information, the Securities Administrator shall prepare and file on behalf of the Trust Fund any Form 8-K, as required by the Exchange Act, provided that the Depositor shall file the initial Form 8-K in connection with the issuance of the Certificates. Any disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K other than the initial Form 8-K (“Form 8-K Disclosure Information”) shall be reported by the parties set forth on Exhibit N to the Depositor and the Securities Administrator and directed and approved by the Depositor pursuant to the following paragraph, and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Form 8-K Disclosure Information or any Form 8-K, except as set forth in the next paragraph. (ii) As set forth on Exhibit N hereto, for so long as the Trust Fund is subject to Exchange Act reporting requirements, no later than the close of business (New York City time) on the second (2nd) Business Day after the occurrence of a Reportable Event (i) the Transaction Parties shall be required to provide to the Securities Administrator and to the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Form 8-K Disclosure Information, if applicable, together with an Additional Disclosure Notification and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Form 8-K Disclosure Information. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Form 8-K Disclosure Information on Form 8-K pursuant to this paragraph. (iii) After preparing the Form 8-K, the Securities Administrator shall forward electronically a copy of the Form 8-K to the Depositor. Promptly, but no later than the close of business on the third (3rd) Business Day after the Reportable Event, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to or approval of such Form 8-K. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 8-K is in final form and the Securities Administrator may proceed with the execution and filing of the Form 8-K. A duly authorized representative of the Master Servicer shall sign each Form 8-K. If a Form 8-K cannot be filed on time or if a previously filed Form 8-K needs to be amended, the Securities Administrator will follow the procedures set forth in Section 5.14(d)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of each Form 8-K that it has filed. The parties to this Agreement acknowledge that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 5.14(c) related to the timely preparation, execution and filing of Form 8-K is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Agreement. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 8-K, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct. (d) (i)On or prior to January 30 of the first year in which the Securities Administrator is able to do so under applicable law, the Securities Administrator shall prepare and file a Form 15 Suspension Notification relating to the automatic suspension of reporting in respect of the Trust Fund under the Exchange Act.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Nomura Home Equity Loan, Inc., Home Equity Loan Trust, Series 2006-Fm2)

Reports Filed with Securities and Exchange Commission. The Securities Administrator shall reasonably cooperate with the Depositor in connection with the Trust Fund’s satisfying the reporting requirements under the Exchange Act. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the responsible parties set forth on Exhibit D T to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the RBSGC Mortgage Loan Trust 2007-B transaction shall be required to provide to the Securities Administrator, the Depositor and MxXxx Xxxxxx LLP, to the extent known by a responsible officer thereof, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit T hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying SeriesSecurities Administrator shall, shall aggregate and make available no later than 10 calendar days after the Distribution Date, forward electronically a copy of the Form 10-D to the Depositor all information provided pursuant and its counsel. Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date (or the next succeeding Business Day), the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (RBSGC Mortgage Loan Trust 2007-B)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Reports Filed on Form 10-D. Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Trustee shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. As set forth on Exhibit DT hereto, within five calendar days after the related Distribution Date, (A) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement certain parties to the contraryHarborView Mortgage Loan Trust transaction shall be required to provide to the Trustee, to the extent known by a responsible officer thereof, in a form compatible with the Electronic Data Gathering and Retrieval System (“XXXXX”) (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Trustee and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D Disclosure, if applicable, and included with such Additional Form 10-D Disclosure, an Additional Disclosure Notification in the form attached hereto as Exhibit W, (B) the Trustee shall forward to the Depositor, the form and substance of the Additional Form 10-D Disclosure, and (C) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. Any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this paragraph shall be reimbursed from the Trust Fund. After preparing the Form 10-D, the Trustee shall forward electronically a draft copy of the Form 10-D to the Depositor for review and approval. No later than two Business Days prior to the 15th calendar day after the related Distribution Date, a senior officer of the Depositor shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Trustee. Each party to this Agreement acknowledges that the performance by the Trustee of its duties under this Section 3.05(a) related to the timely preparation and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Section 3.05(a). The Trustee shall have no liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare and/or timely file such Form 10-D, where such failure results from the Trustee’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D. (b) Reports Filed on Form 10-K. Unless and until a Form 15 suspension notice shall have been filed, on or prior to March 31 after the end of each fiscal year of the Trust Fund or such earlier date as may be required by the Exchange Act (the “10-K Filing Deadline”) (it being understood that the fiscal year for the Trust Fund ends on December 31st of each year), commencing in March 2007, the Trustee shall prepare and file on behalf of the Trust Fund a Form 10-K, in form and substance as required by the Exchange Act. Each such Form 10-K shall include the following items, in each case to the extent they have been delivered to the Trustee within the applicable time frames set forth in this Agreement and in the Servicing Agreement and the Custodial Agreement, (A) an annual compliance statement for the Servicer, as described in the Servicing Agreement, (B)(I) the annual reports on assessment of compliance with servicing criteria for the Servicer, the Custodian, any Servicing Function Participant and the Trustee (each, a “Reporting Servicer”), as described under Section 8.01 hereof and in the Servicing Agreement and Custodial Agreement, and (II) if any Reporting Servicer’s report on assessment of compliance with servicing criteria described under Section 8.01(b) hereof or in the Servicing Agreement or Custodial Agreement identifies any material instance of noncompliance, disclosure identifying such instance of noncompliance, or if any Reporting Servicer’s report on assessment of compliance with servicing criteria described under Section 8.01(b) hereof or in the Servicing Agreement or Custodial Agreement is not included as an exhibit to such Form 10-K, disclosure that such report is not included and an explanation why such report is not included, (C)(I) the registered public accounting firm attestation report for each Reporting Servicer, as described under Section 8.01(c) hereof and in the Servicing Agreement and Custodial Agreement and (II) if any registered public accounting firm attestation report described under Section 8.01(c) hereof or in the Servicing Agreement or Custodial Agreement identifies any material instance of noncompliance, disclosure identifying such instance of noncompliance, or if any such registered public accounting firm attestation report is not included as an exhibit to such Form 10-K, disclosure that such report is not included and an explanation why such report is not included, and (D) a Xxxxxxxx-Xxxxx Certification. Any disclosure or information in addition to (A) through (D) above that is required to be filed included on Form 10-K (“Additional Form 10-K Disclosure”) shall be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-K Disclosure, except as set forth in the next paragraph. As set forth on Exhibit U hereto, no later than March 15 of each year that the Trust Fund is subject to the Exchange Act reporting requirements, commencing in 2007, (A) certain parties to the HarborView Mortgage Loan Trust 2006-4 transaction shall be required to provide to the Trustee, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Trustee and such party, the form and substance of any Additional Form 10-K Disclosure, if applicable, and include with such Additional Form 10-K Disclosure, an Additional Disclosure Notification in the form attached hereto as Exhibit W, (B) the Trustee shall forward to the Depositor, the form and substance of the Additional Form 10-K Disclosure, and (C) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-K Disclosure on Form 10-K. The Trustee has no duty under this Agreement to monitor or enforce the performance by the parties listed on Exhibit W of their duties under this paragraph or proactively solicit or procure from such parties any Form 10-K Disclosure Information. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Form 10-K Disclosure Information on Form 10-K pursuant to this paragraph. After preparing the Form 10-K, the Trustee shall forward electronically a draft copy of the Form 10-K to the Depositor for review and approval. No later than the close of business New York City time on the 4th Business Day prior to the 10-K Filing Deadline, a senior officer of the Depositor shall sign the Form 10-K and return an electronic or fax copy of such signed Form 10-K (with an original executed hard copy to follow by overnight mail) to the Trustee. The parties to this Agreement acknowledge that the performance by the Trustee of its duties under this Section 3.05(b) related to the timely preparation and filing of Form 10-K is contingent upon such parties (and any Servicing Function Participant) strictly observing all applicable deadlines in the performance of their duties under this Section 3.05(b), Section 8.01, the Servicing Agreement and the Custodial Agreement. The Trustee shall have no liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare and/or timely file such Form 10-K, where such failure results from the Trustee’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-K. Each Form 10-K shall include the Xxxxxxxx-Xxxxx Certification. The Trustee and the Depositor shall cause any Servicing Function Participant engaged by it to provide to the Person who signs the Xxxxxxxx-Xxxxx Certification (the “Certifying Person”), by March 15 of each year in which the Trust Fund is subject to the reporting requirements of the Exchange Act (each, a “Back-Up Certification”) (or, in the case of the Trustee the Trustee Certification), upon which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity’s officers, directors and Affiliates (collectively with the Certifying Person, “Certification Parties”) can reasonably rely. The senior officer of the Depositor shall serve as the Certifying Person on behalf of the Trust Fund. In the event the Trustee, or any Servicing Function Participant engaged by it is terminated or resigns pursuant to the terms of this Agreement, the Trustee or the related Servicing Function Participant shall provide a Back-Up Certification to the Certifying Person pursuant to this Section 3.05(b) with respect to the period of time it was subject to this Agreement. Each person (including their officers or directors) that signs any Form 10-K Certification shall be entitled to indemnification from the Trust Fund for any liability or expense incurred by it in connection with such certification, other than any liability or expense attributable to such Person’s own bad faith, negligence or willful misconduct. The provisions of this subsection shall survive any termination of this Agreement and the resignation or removal of such Person. (c) Reports Filed on Form 8-K. Within four Business Days after the occurrence of an event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), or such later date as may be required by the Commission and if requested by the Depositor, the Trustee shall prepare and file on behalf of the Trust Fund any Form 8-K, as required by the Exchange Act; provided that the Depositor shall file the initial Form 8-K in connection with the issuance of the Certificates. Any disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K (“Form 8-K Disclosure Information”) shall be determined and prepared by and at the direction of the Depositor pursuant to the following paragraphs and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Form 8-K Disclosure Information or any Form 8-K, except as set forth in the next paragraph. As set forth on Exhibit V hereto, for so long as the Trust Fund is subject to the Exchange Act reporting requirements, no later than Noon New York City time on the 2nd Business Day after the occurrence of a Reportable Event (A) certain parties to the HarborView Mortgage Loan Trust 2006-4 transaction shall be required to provide to the Trustee, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Trustee and such party, the form and substance of any Form 8-K Disclosure Information, if applicable, and include with such Form 8-K Disclosure Information, an Additional Disclosure Notification in the form attached hereto as Exhibit W, (B) the Trustee shall forward to the Depositor, the form and substance of the Form 8-K Disclosure Information, and (C) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Form 8-K Disclosure Information. The Trustee has no duty under this Agreement to monitor or enforce the performance by the parties listed on Exhibit V of their duties under this paragraph or proactively solicit or procure from such parties any Form 8-K Disclosure Information. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Form 8-K Disclosure Information on Form 8-K pursuant to this paragraph. After preparing the Form 8-K, the Trustee shall forward electronically, no later than Noon New York city time on the 3rd Business Day after the Reportable Event, a draft copy of the Form 8-K to the Depositor for review and approval. No later than Noon New York City time on the 4th Business Day after the Reportable Event, a senior officer of the Depositor shall sign the Form 8-K and return an electronic or fax copy of such signed Form 8-K (with an original executed hard copy to follow by overnight mail) to the Trustee. The parties to this Agreement acknowledge that the performance by the Trustee of its duties under this Section 3.05(c) related to the timely preparation and filing of Form 8-K is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Section 3.05(c). The Trustee shall have no liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare and/or timely file such Form 8-K, where such failure results from the Trustee’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct.

Appears in 1 contract

Samples: Pooling Agreement (Harborview 2006-4)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryXxxxxxxxx Mortgage Securities Trust 2006-1 transaction shall be required to provide to the Securities Administrator, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), (ii) the Securities Administrator shall forward to the Depositor, the form and substance of the Additional Form 10-D Disclosure, and (iii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, the Securities Administrator shall forward electronically a draft copy of the Form 10-D to the Depositor (provided that is required such Form 10-D includes any Additional Form 10-D Disclosure) and the Master Servicer for review. No later than the Business Day prior to the date specified in the next sentence, the Depositor and the Master Servicer shall notify the Securities Administrator of any changes to or approval of such Form 10-D. No later than 2 Business Days prior to the 15th calendar day after the related Distribution Date, a senior officer of the Master Servicer in charge of the master servicing function shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Thornburg Mortgage Securities Trust 2006-1)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the DSLA Mortgage Loan Trust 2006-AR2 transaction shall be required to provide to the Securities Administrator, the Depositor and XxXxx Xxxxxx LLP, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying SeriesSecurities Administrator shall, shall aggregate and make available no later than 10 calendar days after the Distribution Date, forward electronically a copy of the Form 10-D to the Depositor all information provided pursuant and XxXxx Xxxxxx LLP. Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date (or the next succeeding Business Day), the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Dsla 2006-Ar2)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided Depositor and the Securities Administrator and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryXxxxxxxxx Mortgage Securities Trust 2007-4 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), and the Depositor will approve, as master servicer to form and securities administrator substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph; provided that if the Additional Form 10-D Disclosure relates solely to the Depositor, such fees and expenses shall aggregate and make available be paid by the Depositor. (iii) After preparing the Form 10-D, the Securities Administrator shall forward upon request electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Thornburg Mortgage Securities Trust 2007-4)

Reports Filed with Securities and Exchange Commission. (a) The Depositor shall prepare or cause to be prepared the initial current report on Form 8-K. The Trustee will prepare and file Current Reports on Form 8-K in respect of the Trust at the direction and expense of the Depositor, provided that, the Depositor, the Seller or the Servicer shall have timely notified the Trustee of an item reportable on Form 8-K (iunless such item is specific to the Trustee, in which case the Trustee will be deemed to have notice) and shall have delivered to the Trustee not later than three (A3) Business Days prior to the filing deadline for such Form 8-K, all information, signatures, data and exhibits required to be provided or filed with such Form 8-K. The Trustee shall not be responsible for determining what information is required to be filed on a Form 8-K in connection with the transactions contemplated by this Agreement (unless such event is specific to the Trustee, in which case the Trustee will be responsible for causing such Form 8-K to be filed) and shall not be liable for any late filing of a Form 8-K in the event that it does not receive all information, data, signatures and exhibits required to be provided or filed on or prior to the third Business Day prior to the applicable filing deadline. (b) Within 15 10 days after (or, if applicable, within such shorter period of time as is required under the rules of the Commission as in effect from time to time (the “Rules”)) following each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standardsstandards and the Rules, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX), ) a Form 10-D that includes (i) a Distribution Report on Date Statement, (ii) such other information provided to the Trustee as is required by Form 10-D, signed by the Depositorincluding, with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided thatbut not limited to, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause by Item 1121 of Regulation AB and (a)(iviii) below. Any disclosure that is in addition to the monthly statement and that is such other information required to be included on Form 10-D, including any information that is otherwise required D furnished to be provided or incorporated by reference as instructed the Trustee by the Depositor or any other party , provided that such information is furnished to the Trustee no later than three (“Additional 3) Business Days prior to the date on which the such Form 10-D Disclosureis required to be filed (the related “Filing Date), shall be, ) pursuant to the paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any Rules. The Trustee shall have no responsibility for determining what information is required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional filed on Form 10-D Disclosure absent (unless such reporting (other than in the case where the Grantor Trust Trustee information is the reporting party as set forth in Exhibit D) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement specific to the contrary, the Grantor Trust Trustee, as master servicer and securities administrator in which case the Trustee will be responsible for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 of Regulation AB with respect to the Underlying Series making such determination) nor for purposes of including such any information in each such Form 10-D that is not furnished to the Trustee no later than three (3) Business Days prior to the Filing Date. (c) No later than January 30, 2007, the Trustee shall, in accordance with industry standards, file a Form 15 Suspension Notice with respect to the Trust, if applicable. (d) Prior to (i) March 30, 2007, or such earlier date as such filing may be required to be made under the rules of the Commission and (ii) unless and until a Form 15 Suspension Notice shall have been filed, March 30, or such earlier date as such filing may be required to be made under the rules of the Commission, of each year thereafter, the Trustee shall file a Form 10-K, in substance conforming to industry standards, with respect to the Trust. Such Form 10-K shall include (w) the Xxxxxxxx-Xxxxx Certification and any other documentation provided by the Servicer pursuant to the Servicing Agreement which is required to be filed under with such Form 10-K, to the extent they have been timely delivered to the Trustee and the Depositor, (x) the annual certifications and assessments of compliance delivered by the Trustee, the Servicer and the Custodian, or any Subservicer or Subcontractor thereof, pursuant to this Agreement, the Servicing Agreement and the Custodial Agreement, (y) the related public accounting firm attestation reports and (z) such other information as is required by the Rules and Regulation AB. The Trustee shall not be responsible for determining what information is required to be filed on a Form 10-K in connection with the transactions contemplated by this Agreement and shall not be liable for the late filing of a Form 10-K or for the expenses for filing an amendment to a Form 10-K in the event that it does not receive (i) the documents required to be delivered to it in accordance with clauses (x)-(z) above or (ii) an executed copy of the Form 10-K from the Depositor within the time period described herein. In the event that the Trustee is unable to include any report required by either clause (x) or (y) in the immediately preceding sentence in the Form 10-K, the Trustee shall disclose such fact in the Form 10-K together with an explanation as to why such report is not included as an exhibit to the Form 10-K. (e) The Trustee shall promptly send copies of each periodic report filed on Form 10-D or other applicable form, each annual report on Form 10-K, and each Form 15 Suspension Notification, together in each case with the acceptance confirmation receipt from XXXXX, to the Certificate Insurer, to XxXxx Xxxxxx LLP and to the Depositor (i) by e-mail to the e-mail addresses provided in writing by each of XxXxx Xxxxxx LLP and the Depositor, respectively and (ii) to XxXxx Xxxxxx LLP at 0000 X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000, and to the Depositor at the address specified in Section 12.05, in each case to the attention of a designated contact specified by each of XxXxx Xxxxxx LLP and the Depositor, respectively. Notwithstanding any term to the contrary, an appropriate officer of the Depositor shall be responsible for signing, and shall sign, any such Form 10-K and the related Xxxxxxxx-Xxxxx Certification that may be required to be filed with the Commission in connection therewith. The Trustee shall prepare such Form 10-K and provide the Depositor with such Form 10-K not later than March 20th of the applicable year. Following its receipt thereof, the Depositor shall execute such Form 10-K and all related certifications to be signed by it and provide the original of such Form 10-K and all related certifications to the Trustee not later than March 25th of that year (or if March 25th is not a Business Day, then the next succeeding Business Day); provided, however, that if the filing of such Form 10-K shall be required to occur on a date earlier than March 30th of the applicable year as may be required by the Exchange Act, and Rules and Regulations of the Commission, then the time periods for preparation and execution of such Form 10-K set forth in this section shall be adjusted accordingly. The Depositor agrees to promptly furnish to the Trustee, from time to time upon request, such further information, reports and financial statements within its control related to this Agreement and the Mortgage Loans as the Trustee reasonably deems appropriate to prepare and file all necessary reports with the Commission. The Trustee shall have no liability with respect to any failure to properly prepare or file such periodic reports resulting from or relating to the Trustee’s inability or failure to obtain any information not resulting from the Trustee’s own negligence or willful misconduct. The Trustee shall have no responsibility to execute any Form 15 Suspension Notice, Form 8-K, Form 10-D or Form 10-K described herein or to execute any Depositor Certification described herein, or to file any items other than those specified in this Section 3.05; provided, however, the Trustee will cooperate with the Depositor in connection with any additional filings with respect to the Trust as the Depositor deems necessary under the Exchange Act. Copies of all reports filed by the Trustee under Regulation AB, the Exchange Act or otherwise shall be sent to the Depositor. Fees and expenses incurred by the Trustee in connection with this Section 3.05 shall not be reimbursable from the Trust. (f) Not later than March 15 of each year (beginning in 2007) (or, if such day is not a Business Day, the immediately preceding Business Day), the Trustee shall sign the Trustee Certification for the benefit of the Depositor and its officers, directors and affiliates.

Appears in 1 contract

Samples: Pooling Agreement (Harborview Mortgage Loan Trust 2006-1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for For so long as the Trust Fund is subject to Exchange Act reporting requirements, within fifteen (15) days after each Distribution Date (subject to permitted extensions under the Grantor Trust Trustee shallExchange Act), in accordance with industry standards, the Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowMonthly Statement attached thereto. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, be reported to the Depositor and the Securities Administrator by the entity indicated on Exhibit N and approved by the Depositor pursuant to the paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositorfollowing paragraph. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DN hereto, within five (5) calendar days after the related Distribution Date, (i) each Transaction Party shall be required to provide to the Securities Administrator and to the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit H hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying Series, Securities Administrator shall aggregate and make available forward electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two (2) Business Days after receipt of such copy, but no later than the twelfth (12th) calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect the execution and filing of the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Underlying Series for purposes Securities Administrator will follow the procedures set forth in Section 5.14(d)(ii). Promptly (but no later than one (1) Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of including such information in each Form 10-D filed by the Securities Administrator. Each party to this Agreement acknowledges that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 5.14(a) related to the timely preparation, execution and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties as set forth in this Agreement. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct. (b) Each of Form 10-D and Form 10-K requires the registrant to indicate (by checking “yes” or “no”) that it “(1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.” The Depositor hereby represents to the Securities Administrator as of the date hereof that the Depositor has (1) filed all such required reports that (a) the Depositor has undertaken to file on its own behalf or (b) relate to other securitization transactions of the Depositor for which Wxxxx Fargo Bank, National Association, in its capacity as Securities Administrator or similar capacity, does not have the exclusive obligation to prepare and file during the preceding 12 months; provided, however, that the Depositor shall not be obligated to make such representation with respect to any filings made by the Securities Administrator on behalf of the Depositor, and (2) that it has been subject to such filing requirement for the past 90 days. The Depositor shall notify the Securities Administrator in writing, no later than the fifth calendar day after the related Distribution Date with respect to the filing of a report on Form 10-D and no later than March 15th with respect to the filing of a report on Form 10-K, if the answer to the questions should be “no”. The Securities Administrator shall be entitled to rely on such representations in preparing, executing and/or filing any such report. (i) For so long as the Trust Fund is subject to Exchange Act reporting requirements, within four (4) Business Days after the occurrence of an event set forth on Exhibit N hereto under the caption “Form 8-K Disclosure Information” or such other event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), or if requested by the Depositor, and subject to receipt of such information by the Securities Administrator from the entity indicated on Exhibit N as the responsible party for providing that information, the Securities Administrator shall prepare and file on behalf of the Trust Fund any Form 8-K, as required by the Exchange Act, provided that the Depositor shall file the initial Form 8-K in connection with the issuance of the Certificates. Any disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K other than the initial Form 8-K (“Form 8-K Disclosure Information”) shall be reported by the parties set forth on Exhibit N to the Depositor and the Securities Administrator and directed and approved by the Depositor pursuant to the following paragraph, and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Form 8-K Disclosure Information or any Form 8-K, except as set forth in the next paragraph. (ii) As set forth on Exhibit N hereto, for so long as the Trust Fund is subject to Exchange Act reporting requirements, no later than the close of business (New York City time) on the second (2nd) Business Day after the occurrence of a Reportable Event (i) the Transaction Parties shall be required to provide to the Securities Administrator and to the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Form 8-K Disclosure Information, if applicable, together with an Additional Disclosure Notification and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Form 8-K Disclosure Information. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Form 8-K Disclosure Information on Form 8-K pursuant to this paragraph. (iii) After preparing the Form 8-K, the Securities Administrator shall forward electronically a copy of the Form 8-K to the Depositor. Promptly, but no later than the close of business on the third (3rd) Business Day after the Reportable Event, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to or approval of such Form 8-K. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 8-K is in final form and the Securities Administrator may proceed with the execution and filing of the Form 8-K. A duly authorized representative of the Master Servicer shall sign each Form 8-K. If a Form 8-K cannot be filed on time or if a previously filed Form 8-K needs to be amended, the Securities Administrator will follow the procedures set forth in Section 5.14(d)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of each Form 8-K that it has filed. The parties to this Agreement acknowledge that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 5.14(c) related to the timely preparation, execution and filing of Form 8-K is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Agreement. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 8-K, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct. (d) (i) On or prior to January 30 of the first year in which the Securities Administrator is able to do so under applicable law, the Securities Administrator shall prepare and file a Form 15 Suspension Notification relating to the automatic suspension of reporting in respect of the Trust Fund under the Exchange Act.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Nomura Home Equity Loan, Inc., Home Equity Loan Trust, Series 2007-2)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DS hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the DSLA Mortgage Loan Trust 2006-AR1 transaction shall be required to provide to the Securities Administrator and Depositor, by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying Series, Securities Administrator shall aggregate and make available forward electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 13th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized officer of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Dsla Mortgage Loan Trust 2006-Ar1)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Payment Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Issuer any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution related Payment Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Payment Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided Depositor and the Securities Administrator and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Payment Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryXxxxxxxxx Mortgage Securities Trust [ ] transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), and (ii) the Depositor will approve, as master servicer to form and securities administrator substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Initial Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph, provided that if the Additional Form 10-D Disclosure relates solely to the Depositor, such fees and expenses shall aggregate and make available be paid by the Depositor. (iii) After preparing the Form 10-D, the Securities Administrator shall forward upon request electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Payment Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Thornburg Mortgage Securities Corp)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowMonthly Statement attached thereto. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DG hereto, within 5 calendar days after the related Distribution Date, (A) the parties to the Deutsche Alt-A Securities Mortgage Loan Trust, Series 2006-AR1 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit H hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (B) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying Series, Securities Administrator shall aggregate and make available forward electronically a draft copy of the Form 10-D to the Depositor all information (provided pursuant to Item 1121 of Regulation AB with respect that such Form 10-D includes any Additional Form 10-D Disclosure) and the Master Servicer for review. No later than the Business Day prior to the Underlying Series for purposes date specified in the next sentence, the Depositor and the Master Servicer shall notify the Securities Administrator of including any changes to or approval of such information Form 10-D. No later than 2 Business Days prior to the 15th calendar day after the related Distribution Date, an officer of the Master Servicer in charge of the master servicing function shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Securities Administrator will follow the procedures set forth in Section 3.28(c)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of each Form 10-D that has been prepared and filed by the Securities Administrator. Each party to this Agreement acknowledges that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 3.28(a) related to the timely preparation, execution and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties as set forth in this Agreement. Neither the Securities Administrator nor the Master Servicer shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct. (i) Within four (4) Business Days after the occurrence of an event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), and if requested by the Depositor, the Securities Administrator shall prepare and file on behalf of the Trust any Form 8-K, as required by the Exchange Act, provided that the Depositor shall file the initial Form 8-K in connection with the issuance of the Certificates. Any disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K (“Form 8-K Disclosure Information”) shall be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Form 8-K Disclosure Information or any Form 8-K, except as set forth in the next paragraph. (ii) As set forth on Exhibit G hereto, for so long as the Trust is subject to the Exchange Act reporting requirements, no later than 12:00 noon New York time on the 2nd Business Day after the occurrence of a Reportable Event (i) the parties to the Deutsche Alt-A Securities Mortgage Loan Trust, Series 2006-AR1 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Form 8-K Disclosure Information, if applicable, together with an Additional Disclosure Notification and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Form 8-K Disclosure Information. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Form 8-K Disclosure Information on Form 8-K pursuant to this paragraph. (iii) After preparing the Form 8-K, the Securities Administrator shall, upon request, forward electronically a draft copy of the Form 8-K to the Master Servicer and the Depositor for review. No later than the Business Day prior to the date specified in the next sentence, the Depositor and the Master Servicer shall notify the Securities Administrator of any changes to or approval of such Form 8-K. No later than 12:00 noon New York time on the 4th Business Day after the Reportable Event, an officer of the Master Servicer in charge of the master servicing function shall sign the Form 8-K and return an electronic or fax copy of such signed Form 8-K (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 8-K cannot be filed on time or if a previously filed Form 8-K needs to be amended, the Securities Administrator will follow the procedures set forth in Section 3.28(c)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will, make available on its internet website a final executed copy of each Form 8-K that has been prepared and filed by the Securities Administrator. The parties to this Agreement acknowledge that the performance by the Master Servicer and the Securities Administrator of their respective duties under this Section 3.28(b) related to the timely preparation, execution and filing of Form 8-K is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Agreement. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 8-K, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct. (c) (i) Prior to January 30 of the first year in which the Securities Administrator is able to do so under applicable law, the Securities Administrator shall prepare and file a Form 15 relating to the automatic suspension of reporting in respect of the Trust under the Exchange Act.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Deutsche Alt-a Securities, Inc. Mortgage Loan Trust, Series 2006-Ar1)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the HarborView Mortgage Loan Trust 2006-13 transaction shall be required to provide to the Securities Administrator, the Depositor and XxXxx Xxxxxx LLP, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying SeriesSecurities Administrator shall, shall aggregate and make available no later than 10 calendar days after the related Distribution Date, forward electronically a copy of the Form 10-D to the Depositor all information and XxXxx Xxxxxx LLP (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date (or the next succeeding Business Day), the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.19.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (HarborView 2006-13)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for For so long as the Trust Fund is subject to Exchange Act reporting requirements, within fifteen (15) days after each Distribution Date (subject to permitted extensions under the Grantor Trust Trustee shallExchange Act), in accordance with industry standards, the Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement related Monthly Statement attached thereto. The Securities Administrator shall also include with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the each Form 10-D filed for any disclosure required by the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) below. Any disclosure that is Exchange Act in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), shall be, pursuant ) subject to the paragraph (B) below, reported receipt of such information by the parties set forth Securities Administrator from the entity indicated on Exhibit D to N as the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved party responsible for inclusion by the Depositorproviding that information. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in Exhibit Dthe next paragraph. (ii) The Servicer, the Master Servicer, the Securities Administrator, the Custodian, the Trustee, the Depositor and approval. Notwithstanding anything in this Agreement or the Underlying Agreement Sponsor agree to notify and to provide to the contrarySecurities Administrator, no later than ten days prior to the Grantor Trust Trustee, as master servicer and securities administrator deadline for the Underlying Series, shall aggregate and make available to filing of any Distribution Report on Form 10-D in respect of the Depositor all information provided pursuant to Item 1121 of Regulation AB Trust Fund with respect to the Underlying Series related Due Period, and to the extent known by a responsible officer thereof, in XXXXX-compatible format, which may be a text formatted Word® document and/or tabular formatted Excel® format, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure for purposes which such party is responsible as set forth on Exhibit N hereto under the caption “Additional Form 10-D Disclosure,” together with an additional Disclosure Notification in the form of Exhibit H hereto (an “Additional Disclosure Notification”). The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, the Securities Administrator shall forward electronically a draft copy of the Form 10-D to the Depositor (provided such information Form 10-D includes any Additional Form 10-D Disclosure) and the Master Servicer for review. No later than three (3) Business Days prior to the fifteenth (15th) calendar day after the related Distribution Date, the Depositor and the Master Servicer shall notify the Securities Administrator of any changes to or approval of such Form 10-D. No later than two (2) Business Days prior to the fifteenth (15th) calendar day after the related Distribution Date, a senior officer of the Master Servicer in charge of the master servicing function shall sign the final Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator on the same day. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Securities Administrator will follow the procedures set forth in Section 5.13(c)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of each Form 10-D filed by the Securities Administrator. Each party to this Agreement acknowledges that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 5.13(a) related to the timely preparation, execution and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties as set forth in this Agreement. Neither the Master Servicer or the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct. (i) For so long as the Trust Fund is subject to Exchange Act reporting requirements, within four (4) Business Days after the occurrence of an event set forth on Exhibit N hereto under the caption “Form 8-K Disclosure Information” or such other event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), and subject to receipt of such information by the Securities Administrator from the entity indicated on Exhibit N as the responsible party for providing that information, the Securities Administrator shall prepare and file on behalf of the Trust Fund any Form 8-K, as required by the Exchange Act, provided that the Depositor shall file the initial Form 8-K in connection with the issuance of the Certificates. Any disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K other than the initial Form 8-K (“Form 8-K Disclosure Information”) shall be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Form 8-K Disclosure Information or any Form 8-K, except as set forth in the next paragraph. (ii) For so long as the Trust Fund is subject to Exchange Act reporting requirements, the Servicer, the Master Servicer, the Securities Administrator, the Custodian, the Trustee, the Depositor and the Sponsor agree to notify and provide to the Securities Administrator, no later than noon (New York City time) on the second (2nd) Business Day after the occurrence of a Reportable Event for which such party is responsible as set forth on Exhibit N under the caption “Form 8-K Disclosure Information” hereto to the extent known by a responsible officer thereof, in XXXXX-compatible form, which may be a text formatted Word® document and/or tabular formatted Excel® format, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Form 8-K Disclosure Information, for which such party is responsible for as set forth on Exhibit N hereto under the caption “Form 8-K Disclosure Information”, together with an Additional Disclosure Notification. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Form 8-K Disclosure Information on Form 8-K pursuant to this paragraph. (iii) The Securities Administrator shall prepare a draft of the Form 8-K on the same day as notice of a Reportable Event and Form 8-K Disclosure Information is received and, after preparing the Form 8-K, the Securities Administrator shall forward electronically a draft copy of the Form 8-K to the Master Servicer and Depositor for review. No later than the close of business on the next Business Day after the receipt of the draft Form 8-K, the Depositor and the Master Servicer shall notify the Securities Administrator of any changes to or approval of such Form 8-K. No later than 12:00 p.m. New York City time on the fourth (4th) Business Day after the Reportable Event, a senior officer of the Master Servicer in charge of the master servicing function shall sign the Form 8-K and return an electronic or fax copy of such signed Form 8-K (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 8-K cannot be filed on time or if a previously filed Form 8-K needs to be amended, the Securities Administrator will follow the procedures set forth in Section 5.13(c)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will, make available on its internet website a final executed copy of each Form 8-K. The parties to this Agreement acknowledge that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 5.13(b) related to the timely preparation, execution and filing of Form 8-K is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Agreement. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 8-K, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct. (c) (i) Prior to January 30 of the first year in which the Securities Administrator is able to do so under applicable law, the Securities Administrator shall prepare and file a Form 15 Suspension Notification relating to the automatic suspension of reporting in respect of the Trust Fund under the Exchange Act. The Securities Administrator shall notify the Servicer, the Master Servicer, the Securities Administrator, the Custodian, the Trustee, the Depositor and the Sponsor that a Form 15 has been filed and that the Trust Fund shall no longer be subject to Exchange Act reporting requirements and that each such party need no longer comply with this Section 5.13 unless otherwise notified by the Depositor.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Nomura Home Equity Loan, Inc., Home Equity Loan Trust, Series 2006-Fm1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for For so long as the Trust Fund is subject to Exchange Act reporting requirements, within fifteen (15) days after each Distribution Date (subject to permitted extensions under the Grantor Trust Trustee shallExchange Act), in accordance with industry standards, the Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowMonthly Statement attached thereto. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, be reported to the Depositor and the Securities Administrator by the entity indicated on Exhibit N and approved by the Depositor pursuant to the paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositorfollowing paragraph. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DN hereto, within five (5) calendar days after the related Distribution Date, (i) each Transaction Party shall be required to provide to the Securities Administrator and to the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit H hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying Series, Securities Administrator shall aggregate and make available forward electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two (2) Business Days after receipt of such copy, but no later than the twelfth (12th) calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect the execution and filing of the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Underlying Series for purposes Securities Administrator will follow the procedures set forth in Section 5.14(d)(ii). Promptly (but no later than one (1) Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of including such information in each Form 10-D filed by the Securities Administrator. Each party to this Agreement acknowledges that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 5.14(a) related to the timely preparation, execution and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties as set forth in this Agreement. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct. (b) Each of Form 10-D and Form 10-K requires the registrant to indicate (by checking “yes” or “no”) that it “(1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.” The Depositor hereby represents to the Securities Administrator as of the date hereof that the Depositor has (1) filed all such required reports that (a) the Depositor has undertaken to file on its own behalf or (b) relate to other securitization transactions of the Depositor for which Xxxxx Fargo Bank, National Association, in its capacity as Securities Administrator or similar capacity, does not have the exclusive obligation to prepare and file during the preceding 12 months; provided, however, that the Depositor shall not be obligated to make such representation with respect to any filings made by the Securities Administrator on behalf of the Depositor, and (2) that it has been subject to such filing requirement for the past 90 days. The Depositor shall notify the Securities Administrator in writing, no later than the fifth calendar day after the related Distribution Date with respect to the filing of a report on Form 10-D and no later than March 15th with respect to the filing of a report on Form 10-K, if the answer to the questions should be “no”. The Securities Administrator shall be entitled to rely on such representations in preparing, executing and/or filing any such report. (i) For so long as the Trust Fund is subject to Exchange Act reporting requirements, within four (4) Business Days after the occurrence of an event set forth on Exhibit N hereto under the caption “Form 8-K Disclosure Information” or such other event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), or if requested by the Depositor, and subject to receipt of such information by the Securities Administrator from the entity indicated on Exhibit N as the responsible party for providing that information, the Securities Administrator shall prepare and file on behalf of the Trust Fund any Form 8-K, as required by the Exchange Act, provided that the Depositor shall file the initial Form 8-K in connection with the issuance of the Certificates. Any disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K other than the initial Form 8-K (“Form 8-K Disclosure Information”) shall be reported by the parties set forth on Exhibit N to the Depositor and the Securities Administrator and directed and approved by the Depositor pursuant to the following paragraph, and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Form 8-K Disclosure Information or any Form 8-K, except as set forth in the next paragraph. (ii) As set forth on Exhibit N hereto, for so long as the Trust Fund is subject to Exchange Act reporting requirements, no later than the close of business (New York City time) on the second (2nd) Business Day after the occurrence of a Reportable Event (i) the Transaction Parties shall be required to provide to the Securities Administrator and to the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Form 8-K Disclosure Information, if applicable, together with an Additional Disclosure Notification and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Form 8-K Disclosure Information. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Form 8-K Disclosure Information on Form 8-K pursuant to this paragraph. (iii) After preparing the Form 8-K, the Securities Administrator shall forward electronically a copy of the Form 8-K to the Depositor. Promptly, but no later than the close of business on the third (3rd) Business Day after the Reportable Event, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to or approval of such Form 8-K. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 8-K is in final form and the Securities Administrator may proceed with the execution and filing of the Form 8-K. A duly authorized representative of the Master Servicer shall sign each Form 8-K. If a Form 8-K cannot be filed on time or if a previously filed Form 8-K needs to be amended, the Securities Administrator will follow the procedures set forth in Section 5.14(d)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of each Form 8-K that it has filed. The parties to this Agreement acknowledge that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 5.14(c) related to the timely preparation, execution and filing of Form 8-K is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Agreement. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 8-K, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct. (d) (i) On or prior to January 30 of the first year in which the Securities Administrator is able to do so under applicable law, the Securities Administrator shall prepare and file a Form 15 Suspension Notification relating to the automatic suspension of reporting in respect of the Trust Fund under the Exchange Act.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Nomura Home Equity Loan, Inc., Home Equity Loan Trust, Series 2007-3)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 fifteen (15) days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included detailing all data elements specified in the Form 10-D filed for the Underlying SeriesItem 1121(a) of Regulation AB; provided that, that the Grantor Trust Trustee shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) immediately below, ,reported by the parties set forth on Exhibit D Q to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust , and the Trustee will have no duty or liability for any my failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DQ) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit Q shall be required to provide, pursuant to section 3.16(a)(v) below, to the contraryTrustee and the Depositor, to the extent known, in XXXXX-compatible format, or in such other form as otherwise agreed upon by the Trustee and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be filed under responsible for any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this AgreementSection.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I LLC Trust 2006-Ec1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included detailing all data elements specified in the Form 10-D filed for the Underlying SeriesItem 1121(a) of Regulation AB; provided that, that the Grantor Trust Trustee shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D Q to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust , and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DQ) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit Q shall be required to provide, pursuant to section 3.16(a)(v) below, to the contraryTrustee and the Depositor, to the extent known, in XXXXX-compatible format, or in such other form as otherwise agreed upon by the Trustee and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be filed under responsible for any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this AgreementSection.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-He1)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided Depositor and the Securities Administrator and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryZuni Mortgage Loan Trust 2006-OA1 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), and (ii) the Depositor will approve, as master servicer to form and securities administrator substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, the Securities Administrator shall aggregate and make available forward electronically a draft copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Zuni 2006-Oa1)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryLuminent Mortgage Trust 2006-5 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Sponsor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, the Securities Administrator shall forward electronically a draft copy of the Form 10-D to the Depositor (provided that is required such Form 10-D includes any Additional Form 10-D Disclosure) and the Master Servicer for review. No later than the Business Day prior to the date specified in the next sentence, the Depositor and the Master Servicer shall notify the Securities Administrator of any changes to or approval of such Form 10-D. No later than 2 Business Days prior to the 15th calendar day after the related Distribution Date, a duly authorized officer of the Master Servicer shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Luminent 2006-5)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided Depositor and the Securities Administrator and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryTxxxxxxxx Mortgage Securities Trust 2006-4 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), and the Depositor will approve, as master servicer to form and securities administrator substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, the Securities Administrator shall aggregate and make available forward upon request electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Trust Agreement (Thornburg Mortgage Securities Trust 2006-4)

Reports Filed with Securities and Exchange Commission. The Securities Administrator shall reasonably cooperate with the Depositor in connection with the Trust Fund’s satisfying the reporting requirements under the Exchange Act. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the responsible parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the HarborView Mortgage Loan Trust 2006-14 transaction shall be required to provide to the Securities Administrator, the Depositor and MxXxx Xxxxxx LLP, to the extent known by a responsible officer thereof, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit T hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying SeriesSecurities Administrator shall, shall aggregate and make available no later than 10 calendar days after the Distribution Date, forward electronically a copy of the Form 10-D to the Depositor all information provided pursuant and its counsel. Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date (or the next succeeding Business Day), the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (HarborView 2006-14)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”"XXXXX"), a Distribution Report on Form 10-D, signed by the DepositorServicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying SeriesDate; provided that, that the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D ("Additional Form 10-D Disclosure”), ") shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D Q to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust , and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DQ) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement to the contrary, the Grantor Trust Trustee, as master servicer and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 of Regulation AB with respect to the Underlying Series for purposes of including such information in each prepare any Additional Form 10-D that is Disclosure absent such reporting and approval. (ii) (A) Within five (5) calendar days after the related Distribution Date, (i) the parties set forth in Exhibit Q shall be required to provide, pursuant to section 3.18(a)(v) below, to the Trustee and the Depositor, to the extent known, in XXXXX-compatible format, or in such other form as otherwise agreed upon by the Trustee and the Depositor and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be filed under responsible for any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this AgreementSection.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2006-Ar1)

Reports Filed with Securities and Exchange Commission. (a) The Trustee shall reasonably cooperate with the Depositor in connection with the Trust’s satisfying the reporting requirements under the Exchange Act (i) (A) Within 15 12 calendar days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the Depositor, with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant Date. Any disclosure in addition to Section 3.06 hereof, including any the monthly statement with respect required to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement be included in on the Form 10-D filed (“Additional Form 10-D Disclosure”) shall be determined and prepared by the entity that is indicated in Exhibit O as the responsible party for providing that information, if other than the Underlying Series; provided thatTrustee, and the Grantor Trust Trustee will have no duty or liability to verify the accuracy or sufficiency of any such Additional Form 10-D Disclosure and the Trustee shall have received no later than five (5) liability with respect to any failure to properly prepare or file such Form 10-D resulting from or relating to the Trustee’s inability or failure to obtain any information in a timely manner from the party responsible for delivery of such Additional Form 10-D Disclosure. Within 3 calendar days after the related Distribution Date, all information each entity that is indicated in Exhibit O as the responsible party for providing Additional Form 10-D Disclosure shall be required to be provide to the Trustee and the Depositor, to the extent known, clearly identifying which item of Form 10-D the information relates to, any Additional Form 10-D Disclosure, if applicable. The Trustee shall compile the information provided to it, prepare the Grantor Trust Form 10-D and forward the Form 10-D to the Depositor for verification. The Depositor will approve, as to form and substance, or disapprove, as the case may be, the Form 10-D. No later than three Business Days prior to the 10th calendar day after the related Distribution Date, an officer of the Depositor shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Trustee. The Trustee shall have no liability with respect to any failure to properly file any Form 10-D resulting from or relating to the Depositor’s failure to timely comply with the provisions of this section. (ii) Within four (4) Business Days after the occurrence of an event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), the Depositor shall prepare and file any Form 8-K, as described in clause (a)(iv) below. Any disclosure that is required by the Exchange Act, in addition to the monthly statement initial Form 8-K in connection with the issuance of the Certificates. Any disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K (“Form 8-K Disclosure Information”) shall be determined and prepared by the entity that is indicated in Exhibit O as the responsible party for providing that information. For so long as the Trust is subject to the Exchange Act reporting requirements, no later than the end of business on the second Business Day after the occurrence of a Reportable Event, the entity that is indicated in Exhibit O as the responsible party for providing Form 8-K Disclosure Information shall be required to provide to the Depositor, to the extent known, the form and substance of any Form 8-K Disclosure Information, if applicable. The Depositor shall compile the information provided to it, and prepare and file the Form 8-K, which shall be signed by an officer of the Depositor. (iii) Prior to (i) March 30, 2007, or such earlier date as such filing may be required to be made under the rules of the Commission as in effect from time to time (the “Rules”) and (ii) unless and until a Form 15 Suspension Notice shall have been filed, March 30, or such earlier date as such filing may be required to be made under the Rules, of each year thereafter, the Trustee shall receive from the Servicer the annual compliance statement, together with a copy of the assessment of compliance and attestation report, pursuant to the Servicing Agreement (including with respect to any Subservicer or any Subcontractor, if required to be files). Prior to (i) March 30, 2007 and (ii) unless and until a Form 15 Suspension Notice shall have been filed, March 30 of each year thereafter, the Trustee shall file a Form 10-K, in substance as required under the Rules, conforming to industry standards, with respect to the Trust. Such Form 10-K shall include (w) the Xxxxxxxx-Xxxxx Certification and any other documentation provided by the Servicer pursuant to the Servicing Agreement which is required to be filed with such Form 10-K, to the extent they have been timely delivered to the Trustee and the Depositor, (x) the annual certifications and assessments of compliance delivered by the Trustee, the Servicer and the Custodian, or any Subservicer or Subcontractor thereof, pursuant to this Agreement, the Servicing Agreement and the Custodial Agreement, (y) the related public accounting firm attestation reports and (z) such other information as is required by the Rules and Regulation AB. The Trustee shall not be responsible for determining what information is required to be filed on a Form 10-K in connection with the transactions contemplated by this Agreement and shall not be liable for the late filing of a Form 10-K or for the expenses for filing an amendment to a Form 10-K in the event that it does not receive (i) the documents required to be delivered to it in accordance with clauses (x)-(z) above or (ii) an executed copy of the Form 10-K from the Depositor within the time period described herein. In the event that the Trustee is unable to include any report required by either clause (x) or (y) in the immediately preceding sentence in the Form 10-K, the Trustee shall disclose such fact in the Form 10-K together with an explanation as to why such report is not included as an exhibit to the Form 10-K. Any disclosure or information in addition to that described in the preceding paragraph that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor K (“Additional Form 10-D K Disclosure”), ) shall be, pursuant to the paragraph (B) below, reported be determined and prepared by the parties set forth on entity that is indicated in Exhibit D to O as the Grantor Trust responsible party for providing that information, if other than the Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee will have no duty or liability for to verify the accuracy or sufficiency of any such Additional Form 10-K Disclosure. If information, data and exhibits to be included in the Form 10-K are not so timely delivered, the Trustee shall file an amended Form 10-K including such documents as exhibits reasonably promptly after they are delivered to the Trustee. The Trustee shall have no liability with respect to any failure hereunder to determine properly prepare or prepare file such periodic reports resulting from or relating to the Trustee’s inability or failure to timely obtain any information from any other party. Prior to (x) March 1, 2007 and (y) unless and until a Form 15 Suspension Notice shall have been filed, prior to March 1 of each year thereafter, each entity that is indicated in Exhibit O as the responsible party for providing Additional Form 10-K Disclosure shall be required to provide to the Trustee and the Depositor, to the extent known, the form and substance of any Additional Form 10-D K Disclosure absent such reporting (other than in Information, if applicable. The Trustee shall compile the case where information provided to it, prepare the Grantor Trust Trustee is Form 10-K and forward the reporting party as set forth in Exhibit D) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement to the contrary, the Grantor Trust Trustee, as master servicer and securities administrator for the Underlying Series, shall aggregate and make available Form 10-K to the Depositor for verification. The Depositor will approve, as to form and substance, or disapprove, as the case may be, the Form 10-K by no later than March 25 of the relevant year (or the immediately preceding Business Day if March 25 is not a Business Day), an officer of the Depositor shall sign the Form 10-K and return an electronic or fax copy of such signed Form 10-K (with an original executed hard copy to follow by overnight mail) to the Trustee. (c) The Trustee will provide electronic or paper copies of all information provided pursuant Form 10-D, 8-K and 10-K filings free of charge to Item 1121 any Certificateholder upon request. Any expenses incurred by the Trustee in connection with the previous sentence shall be reimbursable to the Trustee out of Regulation AB the Trust Fund. The Trustee shall have no liability with respect to any failure to properly file any Form 10-K resulting from or relating to the Underlying Series for purposes Depositor’s failure to timely comply with the provisions of including such information in this section. The Trustee shall promptly send copies of each periodic report filed on Form 10-D that or other applicable form, each annual report on Form 10-K, and each Form 15 Suspension Notification, together in each case with the acceptance confirmation receipt from XXXXX, to XxXxx Xxxxxx LLP and to the Depositor (i) by e-mail to the e-mail addresses provided in writing by each of XxXxx Xxxxxx LLP and the Depositor, respectively and (ii) to XxXxx Xxxxxx LLP at 0000 X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000, and to the Depositor at the address specified in Section 12.05, in each case to the attention of a designated contact specified by each of XxXxx Xxxxxx LLP and the Depositor, respectively. (d) Not later than March 15 of each year (beginning in 2007) (or, if such day is required to be filed under this Agreementnot a Business Day, the immediately preceding Business Day), the Trustee shall sign the Trustee Certification (in the form attached hereto as Exhibit P) for the benefit of the Depositor and its officers, directors and affiliates.

Appears in 1 contract

Samples: Pooling Agreement (Harborview 2006-3)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DS hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the HarborView Mortgage Loan Trust 2006-7 transaction shall be required to provide to the Securities Administrator, the Depositor and XxXxx Xxxxxx LLP, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying SeriesSecurities Administrator shall, shall aggregate and make available no later than 10 calendar days after the Distribution Date, forward electronically a copy of the Form 10-D to the Depositor all information provided pursuant and XxXxx Xxxxxx LLP. Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date (or the next succeeding Business Day), the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.19.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Harborview 2006-7)

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Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowMonthly Statement attached thereto. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DK hereto, within 5 calendar days after the related Distribution Date, (A) the parties to the Deutsche Alt-B Securities Mortgage Loan Trust, Series 2006-AB1 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit N hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (B) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying Series, Securities Administrator shall aggregate and make available forward electronically a draft copy of the Form 10-D to the Depositor all information (provided pursuant to Item 1121 of Regulation AB with respect that such Form 10-D includes any Additional Form 10-D Disclosure) and the Master Servicer for review. No later than the Business Day prior to the Underlying Series for purposes date specified in the next sentence, the Depositor and the Master Servicer shall notify the Securities Administrator of including any changes to or approval of such information Form 10-D. No later than 2 Business Days prior to the 15th calendar day after the related Distribution Date, an officer of the Master Servicer in charge of the master servicing function shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Securities Administrator will follow the procedures set forth in Section 3.29(c)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of each Form 10-D. Each party to this Agreement acknowledges that the performance by the Master Servicer and Securities Administrator of its duties under this Section 3.29(a) related to the timely preparation, execution and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties as set forth in this Agreement. Neither the Securities Administrator nor the Master Servicer shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct. (i) Within four (4) Business Days after the occurrence of an event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), and if requested by the Depositor, the Securities Administrator shall prepare and file on behalf of the Trust any Form 8-K, as required by the Exchange Act, provided that the Depositor shall file the initial Form 8-K in connection with the issuance of the Certificates. Any disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K (“Form 8-K Disclosure Information”) shall be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Form 8-K Disclosure Information or any Form 8-K, except as set forth in the next paragraph. (ii) As set forth on Exhibit K hereto, for so long as the Trust is subject to the Exchange Act reporting requirements, no later than 12:00 noon New York time on the 2nd Business Day after the occurrence of a Reportable Event (i) the parties to the Deutsche Alt-B Securities Mortgage Loan Trust, Series 2006-AB1 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Form 8-K Disclosure Information, if applicable, together with an Additional Disclosure Notification and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Form 8-K Disclosure Information. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Form 8-K Disclosure Information on Form 8-K pursuant to this paragraph. (iii) After preparing the Form 8-K, the Securities Administrator shall, upon request, forward electronically a draft copy of the Form 8-K to the Master Servicer and the Depositor for review. No later than the Business Day prior to the date specified in the next sentence, the Depositor and the Master Servicer shall notify the Securities Administrator of any changes to or approval of such Form 8-K. No later than 12:00 noon New York time on the 4th Business Day after the Reportable Event, an officer of the Master Servicer in charge of the master servicing function shall sign the Form 8-K and return an electronic or fax copy of such signed Form 8-K (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 8-K cannot be filed on time or if a previously filed Form 8-K needs to be amended, the Securities Administrator will follow the procedures set forth in Section 3.29(c)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will, make available on its internet website a final executed copy of each Form 8-K that has been prepared and filed by the Securities Administrator. The parties to this Agreement acknowledge that the performance by the Master Servicer and the Securities Administrator of their respective duties under this Section 3.29(b) related to the timely preparation, execution and filing of Form 8-K is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Agreement. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 8-K, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct. (c) (i) Prior to January 30 of the first year in which the Securities Administrator is able to do so under applicable law, the Securities Administrator shall prepare and file a Form 15 relating to the automatic suspension of reporting in respect of the Trust under the Exchange Act.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Deutsche Alt-B Securities Mortgage Loan Trust, Series 2006-Ab1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowMonthly Statement attached thereto. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D G to the Grantor Trust Trustee, or otherwise provided Depositor and the Securities Administrator and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation ABthe following paragraph, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit D) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement G hereto, no later than 10 calendar days prior to the contrarydeadline for the filing of any distribution report on Form 10-D, (A) certain parties to the ACE Securities Corp. Home Equity Loan Trust, Series 2006-NC3 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EXXXX compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit H hereto (an “Additional Disclosure Notification”) or such other format as agreed upon by the Securities Administrator and the reporting party and (B) the Depositor will approve, as master servicer to form and securities administrator substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, the Securities Administrator shall aggregate and make available forward electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval by the due date specified herein, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect the execution and filing of the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Underlying Series for purposes Securities Administrator will follow the procedures set forth in Section 5.06(c)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of including such information in each Form 10-D filed by the Securities Administrator. Neither the Securities Administrator nor the Master Servicer shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Securities Administrator’s inability or failure to receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct. Notwithstanding any other provisions of this Agreement, the obligations of the Servicer with respect to Additional Form 10-D Disclosure and any Additional Disclosure Notification shall be limited to those set forth in Section 3.19(f)(iii) of this Agreement. (i) Within four (4) Business Days after the occurrence of an event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), and if requested by the Depositor, the Securities Administrator shall prepare and file on behalf of the Trust a Form 8-K, as required by the Exchange Act, provided that the Depositor shall file the initial Form 8-K in connection with the issuance of the Certificates. Any disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K other than the initial Form 8K (“Form 8-K Disclosure Information”) shall be reported by the parties set forth on Exhibit G to the Depositor and the Securities Administrator and directed and approved by the Depositor pursuant to the following paragraph, and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Form 8-K Disclosure Information or any Form 8-K, except as set forth in the next paragraph. (ii) As set forth on Exhibit G hereto, for so long as the Trust is subject to the Exchange Act reporting requirements, no later than the close of business New York City time on the 2nd Business Day after the occurrence of a Reportable Event (i) the parties to the ACE Securities Corp. Home Equity Loan Trust, Series 2006-NC3 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EXXXX compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Form 8-K Disclosure Information, if applicable, together with an Additional Disclosure Notification, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Form 8-K Disclosure Information. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Form 8-K Disclosure Information on Form 8-K pursuant to this paragraph. (iii) After preparing the Form 8-K, the Securities Administrator shall, upon request, forward electronically a copy of the Form 8-K to the Depositor. Promptly, but no later than the close of business on the third Business Day after the Reportable Event, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to or approval of such Form 8-K. In the absence of receipt of any written changes or approval by the third Business Day, or if the Depositor does not request a copy of a Form 8-K, the Securities Administrator shall be entitled to assume that such Form 8-K is in final form and the Securities Administrator may proceed with the execution and filing of the Form 8-K. A duly authorized representative of the Master Servicer shall sign each Form 8-K. If a Form 8-K cannot be filed under on time or if a previously filed Form 8-K needs to be amended, the Securities Administrator will follow the procedures set forth in Section 5.06(c)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will, make available on its internet website a final executed copy of each Form 8-K that has been prepared and filed by the Securities Administrator. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 8-K, where such failure results from the Securities Administrator’s inability or failure to receive, on a timely basis, any information from any other party hereto needed to prepare, execute or arrange for execution or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct. Notwithstanding any other provisions of this Agreement, the obligations of the Servicer with respect to Form 8-K Disclosure information shall be limited to those set forth in Sections 3.19(f)(i) and 3.19(g) of this Agreement. (c) (i) On or prior to January 30th of the first year in which the Securities Administrator is able to do so under applicable law, the Securities Administrator shall prepare and file a Form 15 suspension notification relating to the automatic suspension of reporting in respect of the Trust under the Exchange Act.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (ACE Securities Corp. Home Equity Loan Trust, Series 2006-Nc3)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for For so long as the Trust Fund is subject to Exchange Act reporting requirements, within fifteen (15) days after each Distribution Date (subject to permitted extensions under the Grantor Trust Trustee shallExchange Act), in accordance with industry standards, the Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement related Monthly Statement attached thereto. The Securities Administrator shall also include with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the each Form 10-D filed for any disclosure required by the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) below. Any disclosure that is Exchange Act in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), shall be, pursuant ) subject to the paragraph (B) below, reported receipt of such information by the parties set forth Securities Administrator from the entity indicated on Exhibit D to N as the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved party responsible for inclusion by the Depositorproviding that information. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DN hereto, within 5 calendar days after the related Distribution Date, (i) the parties to this transaction shall be required to provide to the Securities Administrator and to the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit H hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying SeriesSecurities Administrator shall, shall aggregate and make available upon request, forward electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect the execution and filing of the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Underlying Series for purposes Securities Administrator will follow the procedures set forth in Section 5.12(c)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of including such information in each Form 10-D filed by the Securities Administrator. Each party to this Agreement acknowledges that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 5.12(a) related to the timely preparation, execution and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties as set forth in this Agreement. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct. (i) As set forth on Exhibit N hereto, for so long as the Trust is subject to the Exchange Act reporting requirements, no later than the close of business (New York City time) on the 2nd Business Day after the occurrence of a Reportable Event (i) the parties to this transaction shall be required to provide to the Securities Administrator and to the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Form 8-K Disclosure Information, if applicable, together with an Additional Disclosure Notification and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Form 8-K Disclosure Information. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Form 8-K Disclosure Information on Form 8-K pursuant to this paragraph. (ii) After preparing the Form 8-K, the Securities Administrator shall, upon request, forward electronically a copy of the Form 8-K to the Depositor. Promptly, but no later than the close of business on the third Business Day after the Reportable Event, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to or approval of such Form 8-K. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 8-K, the Securities Administrator shall be entitled to assume that such Form 8-K is in final form and the Securities Administrator may proceed with the execution and filing of the Form 8-K. A duly authorized representative of the Master Servicer shall sign each Form 8-K. If a Form 8-K cannot be filed on time or if a previously filed Form 8-K needs to be amended, the Securities Administrator will follow the procedures set forth in Section 5.12(c)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will, make available on its internet website a final executed copy of each Form 8-K that is required filed by the Securities Administrator. The parties to be filed this Agreement acknowledge that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 5.12(b) related to the timely preparation, execution and filing of Form 8-K is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Agreement. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 8-K, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct. (c) (i)Prior to January 30 of the first year in which the Securities Administrator is able to do so under applicable law, the Securities Administrator shall prepare and file a Form 15 Suspension Notification relating to the automatic suspension of reporting in respect of the Trust Fund under the Exchange Act.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-Af1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted exceptions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Seriesattached thereto; provided that, that the Grantor Trust Trustee shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D Q to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Depositor pursuant to the paragraph immediately below, and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DQ) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit Q shall be required to provide, pursuant to section 3.16(a)(v) below, to the contraryTrustee and the Depositor, to the extent known, in EXXXX-compatible format, or in such other format as otherwise agreed upon by the Trustee and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to be filed form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Trustee has no duty under this AgreementAgreement to monitor or enforce the performance by the parties listed on Exhibit Q of their duties under this paragraph or proactively solicit or procure from such parties any Additional Form 10-D Disclosure information. The Depositor will be responsible for any reasonable out-of-pocket expenses incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2006-Sl1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXEDGAR”), a Distribution Report on Form 10-D, signed by the DepositorServicer, with a copy of the monthly statement Monthly Statexxxx to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying SeriesDate; provided that, that the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust , and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DR) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement to the contrary, the Grantor Trust Trustee, as master servicer and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 of Regulation AB with respect to the Underlying Series for purposes of including such information in each prepare any Additional Form 10-D that is Disclosure absent such reporting and approval. (ii) (A) Within five (5) calendar days after the related Distribution Date, (i) the parties set forth in Exhibit R shall be required to provide, pursuant to section 3.18(a)(v) below, to the Trustee and the Depositor, to the extent known, in EDGAR-compatible format, or in such other form as otherwise agreed upon by the Trustee and the Depxxxxxr and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be filed under responsible for any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this AgreementSection.

Appears in 1 contract

Samples: Grantor Trust Agreement (Bear Stearns Mortage Funding Trust 2006-Ar2)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided Depositor and the Securities Administrator and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryTxxxxxxxx Mortgage Securities Trust 2008-1 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), and the Depositor will approve, as master servicer to form and securities administrator substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph; provided that if the Additional Form 10-D Disclosure relates solely to the Depositor, such fees and expenses shall aggregate and make available be paid by the Depositor. (iii) After preparing the Form 10-D, the Securities Administrator shall forward upon request electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Thornburg Mortgage Securities Trust 2008-1)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Payment Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Issuer any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution related Payment Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Payment Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided Depositor and the Securities Administrator and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Payment Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryTxxxxxxxx Mortgage Securities Trust 2007-1 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), and (ii) the Depositor will approve, as master servicer to form and securities administrator substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Initial Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph, provided that if the Additional Form 10-D Disclosure relates solely to the Depositor, such fees and expenses shall aggregate and make available be paid by the Depositor. (iii) After preparing the Form 10-D, the Securities Administrator shall forward upon request electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Payment Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.19.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Thornburg Mortgage Securities Trust 2007-1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”"EDGAR"), a Distribution Report on Form 10-D, signed by the DepositorServicer, with a copy of the monthly statement Monthly Staxxxxxt to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying SeriesDate; provided that, that the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D ("Additional Form 10-D Disclosure”), ") shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust , and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DR) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement to the contrary, the Grantor Trust Trustee, as master servicer and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 of Regulation AB with respect to the Underlying Series for purposes of including such information in each prepare any Additional Form 10-D that is Disclosure absent such reporting and approval. (ii) (A) Within five (5) calendar days after the related Distribution Date, (i) the parties set forth in Exhibit R shall be required to provide, pursuant to section 3.18(a)(v) below, to the Trustee and the Depositor, to the extent known, in EDGAR-compatible format, or in such other form as otherwise agreed upon by the Trustee and the Dxxxxxtor and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be filed under responsible for any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this AgreementSection.

Appears in 1 contract

Samples: Grantor Trust Agreement (Bear Stearns Mortgage Funding Trust 2006-Ar3)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Payment Date (subject to permitted exceptions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee Securities Administrator shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement to be furnished by the Grantor Trust Trustee Securities Administrator to the Grantor Trust Certificateholders Securityholders for such Distribution Date pursuant to Section 3.06 hereofPayment Date, including any monthly statement with respect to provided that the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee Securities Administrator shall have received no later than five (5) calendar days after the related Distribution Date, Payment Date all information required to be provided to the Grantor Trust Trustee Securities Administrator as described in clause (a)(iv) below. Any disclosure that is in addition to the monthly statement and that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D G and the Indenture Trustee to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Securities Administrator and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee , and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee Securities Administrator is the reporting party as set forth in Exhibit DG) and approval. Notwithstanding anything Within seven (7) calendar days after the related Payment Date, (i) the parties set forth in this Agreement or Exhibit G and the Underlying Agreement Indenture Trustee shall be required to provide, pursuant to section 4.17(a)(iv) below, to the contrarySecurities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible format, or in such other form as otherwise agreed upon by the Securities Administrator and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to be filed form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. Subject to the foregoing, the Securities Administrator has no duty under this AgreementAgreement to monitor or enforce the performance by the other parties listed on Exhibit G or by the Indenture Trustee of their duties under this paragraph or to proactively solicit or procure from such parties any Additional Form 10-D Disclosure information. The Depositor will be responsible for any out-of-pocket expenses incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Greenpoint Mortgage Funding Trust 2007-He1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted exceptions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXEDGXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Seriesattached thereto; provided that, that the Grantor Trust Trustee shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D P to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Depositor pursuant to the paragraph immediately below, and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DP) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit Q shall be required to provide, pursuant to section 3.16(a)(iv) below, to the contraryTrustee and the Depositor, to the extent known, in EDGXX-xxmpatible format, or in such other format as otherwise agreed upon by the Trustee and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to be filed form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Trustee has no duty under this AgreementAgreement to monitor or enforce the performance by the parties listed on Exhibit P of their duties under this paragraph or proactively solicit or procure from such parties any Additional Form 10-D Disclosure information. The Depositor will be responsible for any reasonable out-of-pocket expenses incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2006-Sl4)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryLuminent Mortgage Trust 2006-4 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Sponsor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, the Securities Administrator shall forward electronically a draft copy of the Form 10-D to the Depositor (provided that is required such Form 10-D includes any Additional Form 10-D Disclosure) and the Master Servicer for review. No later than the Business Day prior to the date specified in the next sentence, the Depositor and the Master Servicer shall notify the Securities Administrator of any changes to or approval of such Form 10-D. No later than 2 Business Days prior to the 15th calendar day after the related Distribution Date, a duly authorized officer of the Master Servicer shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Luminent 2006-4)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided Depositor and the Securities Administrator and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryXxxxxxxxx Mortgage Securities Trust [ ] transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), and the Depositor will approve, as master servicer to form and securities administrator substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph; provided that if the Additional Form 10-D Disclosure relates solely to the Depositor, such fees and expenses shall aggregate and make available be paid by the Depositor. (iii) After preparing the Form 10-D, the Securities Administrator shall forward upon request electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Thornburg Mortgage Securities Corp)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for For so long as the Trust Fund is subject to Exchange Act reporting requirements, within fifteen (15) days after each Distribution Date (subject to permitted extensions under the Grantor Trust Trustee shallExchange Act), in accordance with industry standards, the Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement related Monthly Statement attached thereto. The Securities Administrator shall also include with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the each Form 10-D filed for any disclosure required by the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) below. Any disclosure that is Exchange Act in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), shall be, pursuant ) subject to the paragraph (B) below, reported receipt of such information by the parties set forth Securities Administrator from the entity indicated on Exhibit D to N as the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved party responsible for inclusion by the Depositorproviding that information. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DN hereto, within 5 calendar days after the related Distribution Date, (i) the parties to this transaction shall be required to provide to the Securities Administrator and to the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit H hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying SeriesSecurities Administrator shall, shall aggregate and make available upon request, forward electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect the execution and filing of the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Underlying Series for purposes Securities Administrator will follow the procedures set forth in Section 5.12(c)(ii). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of including such information in each Form 10-D filed by the Securities Administrator. Each party to this Agreement acknowledges that the performance by the Master Servicer and the Securities Administrator of its duties under this Section 5.12(a) related to the timely preparation, execution and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties as set forth in this Agreement. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct. (b) ii) As set forth on Exhibit N hereto, for so long as the Trust is subject to the Exchange Act reporting requirements, no later than the close of business (New York City time) on the 2nd Business Day after the occurrence of a Reportable Event (i) the parties to this transaction shall be required to provide to the Securities Administrator and to the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Form 8-K Disclosure Information, if applicable, together with an Additional Disclosure Notification and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Form 8-K Disclosure Information. The Depositor will be filed under responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Form 8-K Disclosure Information on Form 8-K pursuant to this Agreementparagraph.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-Ar2)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the HarborView Mortgage Loan Trust 2006-6 transaction shall be required to provide to the Securities Administrator and Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying Series, Securities Administrator shall aggregate and make available forward electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Harborview 2006-6)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying SeriesDate; provided that, that the Grantor Trust Trustee shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D Q to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust , and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DQ) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit Q shall be required to provide, pursuant to section 3.16(a)(v) below, to the contraryTrustee and the Depositor, to the extent known, in EXXXX-compatible format, or in such other form as otherwise agreed upon by the Trustee and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be filed under responsible for any reasonable out-of-pocket expenses incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this AgreementSection.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-He5)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted exceptions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee Securities Administrator shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee Securities Administrator to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Seriesattached thereto; provided that, that the Grantor Trust Trustee Securities Administrator shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee Securities Administrator as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D Q and by the Trustee to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Securities Administrator and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Depositor pursuant to the paragraph immediately below, and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DP) and approval. Notwithstanding anything . (ii) (A)Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in Exhibit P and the Trustee shall be required to provide, pursuant to section 3.18(a)(v) below, to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible format, or in such other format as otherwise agreed upon by the Securities Administrator and the Depositor and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. Subject to the foregoing, the Securities Administrator has no duty under this Agreement to monitor or enforce the Underlying Agreement performance by the other parties listed on Exhibit P or by the Trustee of their duties under this paragraph or to proactively solicit or procure from such parties any Additional Form 10-D Disclosure information. The Depositor will be responsible for any reasonable out-of-pocket expenses incurred by the contrarySecurities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section. After preparing the Form 10-D, the Grantor Trust Trustee, as master servicer and securities administrator for Securities Administrator shall forward electronically a draft copy of the Underlying Series, shall aggregate and make available Form 10-D to the Depositor and the Master Servicer for review. No later than two (2) Business Days prior to the 15th calendar day after the related Distribution Date, a duly authorized officer of the Master Servicer shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Securities Administrator will follow the procedures set forth in Section 3.18(a)(vi). Promptly (but no later than one (1) Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website identified in Section 6.06 a final executed copy of each Form 10-D. The signing party at the Master Servicer can be contacted as set forth in Section 12.05. Form 10-D requires the registrant to indicate (by checking "yes" or "no") that it "(1) has filed all information provided pursuant reports required to Item 1121 be filed by Section 13 or 15(d) of Regulation AB the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. The Depositor shall notify the Securities Administrator in writing, no later than the fifth calendar day after the related Distribution Date with respect to the Underlying Series for purposes filing of including such information in each a report on Form 10-D that is required D, if the answer to either question should be filed under this Agreement"no." The Securities Administrator shall be entitled to rely on the representations made by the Depositor in Section 2.04(vi) in preparing, executing and/or filing any such Form 10-D.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (SACO I Trust 2007-2)

Reports Filed with Securities and Exchange Commission. The Trustee shall reasonably cooperate with the Depositor in connection with the Trust Fund’s satisfying the reporting requirements under the Exchange Act. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Trustee shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the responsible parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided Trustee and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the RBSGC Mortgage Loan Trust 2007-A transaction shall be required to provide to the Trustee (via electronic mail to DXXXX.Xxxxxxxxxxxx@XX.xxx), the Depositor and MxXxx Xxxxxx LLP, to the extent known by a responsible officer thereof, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Trustee and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying SeriesTrustee shall, shall aggregate and make available no later than 10 calendar days after the Distribution Date, forward electronically a copy of the Form 10-D to the Depositor and MxXxx Xxxxxx LLP. Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date (or the next succeeding Business Day), (i) the Depositor shall notify the Trustee in writing of any changes to or approval of such Form 10-D and (ii) an officer of the Depositor shall execute the Form 10-D and return an electronic or fax copy of such executed Form 10-D (with an original executed hard copy to follow by overnight mail). Upon receipt of the executed Form 10-D and in the absence of receipt of any written changes or approval, the Trustee shall be entitled to assume that such Form 10-D is in final form the Trustee may proceed with the filing of Form 10-D. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Trustee will follow the procedures set forth in subsection (d)(ii) of this Section 3.07. Each party to this Agreement acknowledges that the performance by the Depositor and the Trustee of their respective duties under this Section 3.07(a) related to the timely preparation, execution and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Section 3.07(a). The Trustee shall have no liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare and/or timely file such Form 10-D, where such failure results from the Trustee’s inability or failure to receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, and for any erroneous, inaccurate or incomplete information or certification provided pursuant to Item 1121 the Trustee, not resulting from its own negligence, bad faith or willful misconduct. (iv) Form 10-D requires the registrant to indicate (by checking “yes” or “no”) that it “(1) has filed all reports required to be filed by Section 13 or 15(d) of Regulation AB the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.” The Depositor hereby represents to the Trustee that the Depositor has filed all such required reports during the preceding 12 months and that it has been subject to such filing requirement for the past 90 days. The Depositor shall notify the Trustee in writing, no later than the fifth calendar day after the related Distribution Date with respect to the Underlying Series for purposes filing of including such information in each a report on Form 10-D if the answer to the questions should be “no.” The Trustee shall be entitled to rely on such representations in preparing and/or filing any such report. (b) Reports Filed on Form 10-K. (i) On or prior to the 90th day after the end of each fiscal year of the Trust Fund in which a Form 10-K is required to be filed or such earlier date as may be required by the Exchange Act (the “10-K Filing Deadline”) (it being understood that the fiscal year for the Trust Fund ends on December 31st of each year), commencing in March 2008, the Trustee shall prepare and file on behalf of the Trust Fund a Form 10-K, in form and substance as required by the Exchange Act. Each such Form 10-K shall include the following items, in each case to the extent they have been delivered to the Trustee within the applicable time frames set forth in this Agreement and the Servicing Agreement, (i) an annual compliance statement for the Servicer and any Servicing Function Participant engaged by such parties (with each of the Trustee and the Custodian, a “Reporting Servicer”) as described under Section 3.05 and in such other agreement, (ii)(A) the annual reports on assessment of compliance with servicing criteria for each Reporting Servicer, as described under Section 3.04(a), and (B) if any Reporting Servicer’s report on assessment of compliance with servicing criteria described under Section 3.04(a) identifies any material instance of noncompliance, disclosure identifying such instance of noncompliance, or if any Reporting Servicer’s report on assessment of compliance with servicing criteria described under Section 3.04(a) is not included as an exhibit to such Form 10-K, disclosure that such report is not included and an explanation why such report is not included, (iii)(A) the registered public accounting firm attestation report for each Reporting Servicer, as described under Section 3.04(b), and (B) if any registered public accounting firm attestation report described under Section 3.04(b) identifies any material instance of noncompliance, disclosure identifying such instance of noncompliance, or if any such registered public accounting firm attestation report is not included as an exhibit to such Form 10-K, disclosure that such report is not included and an explanation why such report is not included, and (iv) a Sxxxxxxx-Xxxxx Certification as described in Section 3.06; provided, however, that the Depositor, at its discretion, may omit from the Form 10-K any annual compliance statement, assessment of compliance or attestation report that is not required to be filed with such Form 10-K pursuant to Regulation AB. Any disclosure or information in addition to (i) through (iv) above that is required to be included on Form 10-K (“Additional Form 10-K Disclosure”) shall be reported by the responsible parties set forth on Exhibit O to the Depositor and Trustee (via electronic mail to DXXXX.Xxxxxxxxxxxx@XX.xxx) and directed and approved by the Depositor pursuant to the following paragraph and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-K Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit R hereto, no later than March 10 (with a 5 calendar day cure period) of each year that the Trust Fund is subject to the Exchange Act reporting requirements, commencing in 2008, (i) the parties to the RBSGC Mortgage Loan Trust 2007-A transaction shall be required to provide to the Trustee (via electronic mail to DXXXX.Xxxxxxxxxxxx@XX.xxx) and the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Trustee and such party, the form and substance of any Additional Form 10-K Disclosure, if applicable, together with an Additional Disclosure Notification and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-K Disclosure on Form 10-K. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Additional Form 10-K Disclosure in Form 10-K pursuant to this paragraph. (iii) After preparing the Form 10-K, the Trustee shall forward electronically a copy of the Form 10-K to the Depositor and MxXxx Xxxxxx LLP. Within three Business Days after receipt of such copy, but no later than March 25th, (i) the Depositor shall notify the Trustee in writing of any changes to or approval of such Form 10-K and (ii) an officer of the Depositor shall execute the Form 10-K and return an electronic or fax copy of such executed Form 10-K (with an original executed hard copy to follow by overnight mail). Upon receipt of the executed Form 10-K and in the absence of receipt of any written changes or approval, the Trustee shall be entitled to assume that such Form 10-K is in final form and the Trustee may proceed with the filing of the Form 10-K. If a Form 10-K cannot be filed on time or if a previously filed Form 10-K needs to be amended, the Trustee will follow the procedures set forth in subsection (d)(ii) of this Section 3.07. The parties to this Agreement acknowledge that the performance by the Depositor and the Trustee of its duties under this AgreementSection 3.07(b) related to the timely preparation, execution and filing of Form 10-K is contingent upon such parties (and any Servicing Function Participant) strictly observing all applicable deadlines in the performance of their duties under this Section 3.07(b), Section 3.06, Section 3.05, Section 3.04(a) and Section 3.04(b). Neither the Servicer nor the Trustee shall have any liability for any loss, expense, damage or claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-K, where such failure results from the Trustee’s inability or failure to receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-K, and for any erroneous, inaccurate or incomplete information or certification provided to the Trustee, not resulting from its own negligence, bad faith or willful misconduct. (iv) Form 10-K requires the registrant to indicate (by checking “yes” or “no”) that it “(1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.” The Depositor hereby represents to the Trustee that the Depositor has filed all such required reports during the preceding 12 months and that it has been subject to such filing requirement for the past 90 days. The Depositor shall notify the Trustee in writing, no later than March 15th with respect to the filing of a report on Form 10-K, if the answer to the questions should be “no.” The Trustee shall be entitled to rely on such representations in preparing and/or filing any such report. (c) Reports Filed on Form 8-K. (i) Within four (4) Business Days after the occurrence of an event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), and if requested by the Depositor, the Trustee shall prepare and file on behalf of the Trust Fund a Form 8-K, as required by the Exchange Act, provided that the Depositor shall file the initial Form 8-K in connection with the issuance of the Certificates. Any disclosure or information related to a Reportable Event or that is otherwise required to be included in Form 8-K (“Form 8-K Disclosure Information”) shall be reported by the responsible parties set forth on Exhibit O to the Depositor and Trustee and directed and approved by the Depositor pursuant to the following paragraph and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Form 8-K Disclosure Information or any Form 8-K, except as set forth in the next paragraph. (ii) As set forth on Exhibit R hereto, for so long as the Trust Fund is subject to the Exchange Act reporting requirements, no later than noon Easter Standard Time on the 2nd Business Day after the occurrence of a Reportable Event (i) the parties to the RBSGC Mortgage Loan Trust 2007-A transaction shall be required to provide to the Trustee (via electronic mail to DXXXX.Xxxxxxxxxxxx@XX.xxx) and the Depositor, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Trustee and such party, the form and substance of any Form 8-K Disclosure Information, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Form 8-K Disclosure Information. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Form 8-K Disclosure Information in Form 8-K pursuant to this paragraph. (iii) After preparing the Form 8-K, the Trustee shall forward electronically a copy of the Form 8-K to the Depositor by the close of business California time on the 2nd Business Day after the occurrence of a Reportable Event. Promptly, but no later than the close of business on the third Business Day after the Reportable Event, (i) the Depositor shall notify the Trustee in writing of any change to or approval of such Form 8-K and (ii) an officer of the Depositor shall execute the Form 8-K and return an electronic or fax copy of such executed Form 8-K (with an original executed hard copy to follow by overnight mail). Upon receipt of the executed Form 8-K and in the absence of receipt of any written changes or approval, the Trustee shall be entitled to assume that such Form 8-K is in final form and the Trustee may proceed with filing of the Form 8-K. If a Form 8-K cannot be filed on time or if a previously filed Form 8-K needs to be amended, the Trustee will follow the procedures set forth in subsection (d)(ii) of this Section 3.07. The parties to this Agreement acknowledge that the performance by the Depositor and the Trustee of their respective duties under this Section 3.07(c) related to the timely preparation, execution and filing of Form 8-K is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Section 3.07(c). The Trustee shall have no liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 8-K, where such failure results from the Trustee’s inability or failure to receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (RBSGC 2007-A)

Reports Filed with Securities and Exchange Commission. The Securities Administrator shall reasonably cooperate with the Depositor in connection with the Trust Fund’s satisfying the reporting requirements under the Exchange Act. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the responsible parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the HarborView Mortgage Loan Trust 2007-4 transaction shall be required to provide to the Securities Administrator, the Depositor and MxXxx Xxxxxx LLP, to the extent known by a responsible officer thereof, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit T hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying SeriesSecurities Administrator shall, shall aggregate and make available no later than 10 calendar days after the Distribution Date, forward electronically a copy of the Form 10-D to the Depositor all information provided pursuant and MxXxx Xxxxxx LLP. Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date (or the next succeeding Business Day), the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (HarborView 2007-4)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted exceptions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXEDGXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Seriesattached thereto; provided that, that the Grantor Trust Trustee shall have received no later than five seven (57) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D Q to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Depositor pursuant to the paragraph immediately below, and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DQ) and approval. Notwithstanding anything . (ii) (A) Within seven (7) calendar days after the related Distribution Date, (i) the parties set forth in this Agreement or the Underlying Agreement Exhibit Q shall be required to provide, pursuant to section 3.16(a)(iv) below, to the contraryTrustee and the Depositor, to the extent known, in EDGXX-xxmpatible format, or in such other format as otherwise agreed upon by the Trustee and the Depositor and such party, the Grantor Trust Trustee, as master servicer form and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 substance of Regulation AB with respect to the Underlying Series for purposes of including such information in each any Additional Form 10-D that is required Disclosure, if applicable, and (ii) the Depositor will approve, as to be filed form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Trustee has no duty under this AgreementAgreement to monitor or enforce the performance by the parties listed on Exhibit Q of their duties under this paragraph or proactively solicit or procure from such parties any Additional Form 10-D Disclosure information. The Depositor will be responsible for any reasonable out-of-pocket expenses incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bsabs 2006-He8)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Payment Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly related distribution date statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowattached thereto. Any disclosure that is in addition to the monthly distribution date statement and that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, be determined and prepared by and at the direction of the Depositor pursuant to the following paragraph (B) below, reported by the parties set forth on Exhibit D to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DM hereto, within 5 calendar days after the related Payment Date, (i) the parties to the HomeBanc Mortgage Trust 2006-2 Mortgage Backed Notes transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit P hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying Series, Securities Administrator shall aggregate and make available forward electronically a draft copy of the Form 10-D to the Depositor all information (provided pursuant to Item 1121 of Regulation AB with respect that such Form 10-D includes Additional Form 10-D Disclosure) and the Master Servicer for review. No later than the Business Day prior to the Underlying Series for purposes date specified in the next sentence, the Depositor and the Master Servicer shall notify the Securities Administrator of including any changes to or approval of such information Form 10-D. No later than 2 Business Days prior to the 15th calendar day after the related Payment Date, a duly authorized officer of the Master Servicer in charge of the master servicing function shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this Section 8.04. Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of each Form 10-D D. Each party to this Agreement acknowledges that is required to be filed the performance by the Master Servicer and the Securities Administrator of their respective duties under this AgreementSection 8.04(a) related to the timely preparation, execution and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Section 8.04(a). Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage or claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct.

Appears in 1 contract

Samples: Transfer and Servicing Agreement (HomeBanc Mortgage Trust 2006-2)

Reports Filed with Securities and Exchange Commission. The Securities Administrator shall reasonably cooperate with the Depositor in connection with the Trust Fund’s satisfying the reporting requirements under the Exchange Act. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the responsible parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the HarborView Mortgage Loan Trust 2007-2 transaction shall be required to provide to the Securities Administrator, the Depositor and XxXxx Xxxxxx LLP, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit T hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying SeriesSecurities Administrator shall, shall aggregate and make available no later than 10 calendar days after the Distribution Date, forward electronically a copy of the Form 10-D to the Depositor all information provided pursuant and its counsel. Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date (or the next succeeding Business Day), the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.19.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (HarborView 2007-2)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D O to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DS hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the HarborView Mortgage Loan Trust 2006-8 transaction shall be required to provide to the Securities Administrator, the Depositor and the Depositor’s counsel, to the extent known by a responsible officer thereof, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying SeriesSecurities Administrator shall, shall aggregate and make available no later than 10 calendar days after the Distribution Date, forward electronically a copy of the Form 10-D to the Depositor all information provided pursuant and its counsel. Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date (or the next succeeding Business Day), the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Harborview 2006-8)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”"EDGAR"), a Distribution Report on Form 10-D, signed by the DepositorServicer, with a copy of the monthly statement Monxxxx Statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying SeriesDate; provided that, that the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iva)(ii) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D ("Additional Form 10-D Disclosure”), ") shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust , and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DR) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement to the contrary, the Grantor Trust Trustee, as master servicer and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 of Regulation AB with respect to the Underlying Series for purposes of including such information in each prepare any Additional Form 10-D that is Disclosure absent such reporting and approval. (ii) (A) Within five (5) calendar days after the related Distribution Date, (i) the parties set forth in Exhibit R shall be required to provide, pursuant to section 3.18(a)(v) below, to the Trustee and the Depositor, to the extent known, in EDGAR-compatible format, or in such other form as otherwise agreed upon by the Trustee axx xxe Depositor and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be filed under responsible for any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this AgreementSection.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2006-Ar3)

Reports Filed with Securities and Exchange Commission. The Securities Administrator shall reasonably cooperate with the Depositor in connection with the Trust Fund’s satisfying the reporting requirements under the Exchange Act. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust Fund any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the responsible parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided Securities Administrator and Depositor and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next paragraph. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) the parties to the DSLA Mortgage Loan Trust 2007-AR1 transaction shall be required to provide to the Securities Administrator, the Depositor and XxXxx Xxxxxx LLP, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit T hereto (an “Additional Disclosure Notification”) and approval. Notwithstanding anything in this Agreement (ii) the Depositor will approve, as to form and substance, or disapprove, as the Underlying Agreement to the contrarycase may be, the Grantor Trust Trusteeinclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, as master servicer and securities administrator for the Underlying SeriesSecurities Administrator shall, shall aggregate and make available no later than 10 calendar days after the Distribution Date, forward electronically a copy of the Form 10-D to the Depositor all information provided pursuant and its counsel. Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date (or the next succeeding Business Day), the Depositor shall notify the Securities Administrator in writing of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Dsla 2007-Ar1)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Payment Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Issuer any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution related Payment Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Payment Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided Depositor and the Securities Administrator and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Payment Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryTxxxxxxxx Mortgage Securities Trust 2007-2 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EXXXX-compatible form (which may be Word or Excel documents easily convertible to EXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), and (ii) the Depositor will approve, as master servicer to form and securities administrator substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Initial Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph, provided that if the Additional Form 10-D Disclosure relates solely to the Depositor, such fees and expenses shall aggregate and make available be paid by the Depositor. (iii) After preparing the Form 10-D, the Securities Administrator shall forward upon request electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Payment Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Thornburg Mortgage Securities Trust 2007-2)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Payment Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Issuer any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution related Payment Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Payment Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D ("Additional Form 10-D Disclosure”), ") shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D G to the Grantor Trust Trustee, or otherwise provided Depositor and the Securities Administrator and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DG hereto, within 5 calendar days after the related Payment Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryPHH Mortgage Trust, Series 2008-CIM2 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit J hereto (an "Additional Disclosure Notification"), and (ii) the Depositor will approve, as master servicer to form and securities administrator substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, the Securities Administrator shall aggregate and make available forward upon request electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Payment Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Sale and Servicing Agreement (PHH Mortgage Trust, Series 2008-Cim2)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided Depositor and the Securities Administrator and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryXxxxxxxxx Mortgage Securities Trust 2006-6 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), and (ii) the Depositor will approve, as master servicer to form and securities administrator substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, the Securities Administrator shall aggregate and make available forward upon request electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Thornburg Mortgage Securities Trust 2006-6)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXEDGAR”), a Distribution Report on Form 10-D, signed by the DepositorServicer, with a copy of the monthly statement Monthly Sxxxxxent to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying SeriesDate; provided that, that the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) immediately below, reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, Trustee and the Depositor and approved for inclusion by the Depositor. The Grantor Trust , and the Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee with respect to when it is the reporting party as set forth in Exhibit DR) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement to the contrary, the Grantor Trust Trustee, as master servicer and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 of Regulation AB with respect to the Underlying Series for purposes of including such information in each prepare any Additional Form 10-D that is Disclosure absent such reporting and approval. (ii) (A) Within five (5) calendar days after the related Distribution Date, (i) the parties set forth in Exhibit R shall be required to provide, pursuant to section 3.18(a)(v) below, to the Trustee and the Depositor, to the extent known, in EDGAR-compatible format, or in such other form as otherwise agreed upon by the Trustee and the Xxxxsitor and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be filed under responsible for any reasonable fees and expenses assessed or incurred by the Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this AgreementSection.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Mortage Funding Trust 2006-Ar2)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within i)Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee Securities Administrator shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Form 10-D, signed by the DepositorMaster Servicer, with a copy of the monthly statement Monthly Statement to be furnished by the Grantor Trust Trustee Securities Administrator to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included detailing all data elements specified in the Form 10-D filed for the Underlying SeriesItem 1121(a) of Regulation AB; provided that, that the Grantor Trust Trustee Securities Administrator shall have received no later than five (5) 7 calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee Securities Administrator as described in clause (a)(iv) below. Any disclosure that is in addition to the monthly statement and Monthly Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), shall be) shall, pursuant to the paragraph (B) immediately below, be reported by the parties set forth on Exhibit D Q to the Grantor Trust TrusteeMaster Servicer and the Depositor, or otherwise provided approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation ABDepositor, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Master Servicer will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than with respect to cases in which the case where the Grantor Trust Trustee Master Servicer is the reporting party as set forth in Exhibit DQ) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement to the contrary, the Grantor Trust Trustee, as master servicer and securities administrator for the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 of Regulation AB with respect to the Underlying Series for purposes of including such information in each prepare any Additional Form 10-D that is Disclosure absent such reporting and approval. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section. (ii) (A) Within 7 calendar days after the related Distribution Date, (i) the parties set forth in Exhibit O shall be required to be filed under this Agreement.provide, pursuant to section 3.18(a)(v) below, to the Securities Administrator and the Depositor, to the extent known, in EXXXX-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and the Depositor and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns ALT-A Trust 2006-1)

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is subject to Exchange Act reporting requirements, the Grantor Trust Trustee shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EXXXXXXXXX”), a Distribution Report on Form 10-D, signed by the Depositor, with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the any Underlying Series, and in the case of the Underlying 2007 Series, the Depositor shall incorporate by reference the related monthly statement included in including the related Form 10-D filed for the Underlying SeriesD’s; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowbelow and pursuant to the side letter agreements. Any disclosure that is in addition to the monthly statement and that is required to be included on Form 10-D, including any information that is required to be filed under Form 10-D in connection with any of the Underlying Series (other than the Underlying 2007 Series) pursuant to the Underlying Agreements, the side letter agreements or as otherwise required to be provided or incorporated by reference as instructed by the Depositor (“Additional Form 10-D Disclosure”), shall be, pursuant to the paragraph (B) below, reported by the parties set forth on Exhibit D and reported by parties related to the Underlying Series pursuant to certain side letter agreements to the Grantor Trust Trustee, or otherwise provided by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party as set forth in Exhibit D) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement Agreements to the contrary, the Grantor Trust Trustee, as master servicer and and/or securities administrator for each of the Underlying Series, shall aggregate and make available to the Depositor all information provided pursuant to Item 1121 of Regulation AB with respect to the each Underlying Series for purposes of including such information in each Form 10-D that is required to be filed under this Agreement.

Appears in 1 contract

Samples: Grantor Trust Agreement (Morgan Stanley Structured Trust I 2007-1)

Reports Filed with Securities and Exchange Commission. (a) Reports Filed on Form 10-D. (i) (A) Within 15 days after each Distribution Date, for so long as the Trust is Date (subject to permitted extensions under the Exchange Act reporting requirementsAct), the Grantor Trust Trustee shall, in accordance with industry standards, Securities Administrator shall prepare and file with on behalf of the Commission via the Electronic Data Gathering and Retrieval System (“EXXXX”), a Distribution Report on Trust any Form 10-D, signed D required by the DepositorExchange Act, in form and substance as required by the Exchange Act. The Securities Administrator shall file each Form 10-D with a copy of the monthly statement to be furnished by the Grantor Trust Trustee to the Grantor Trust Certificateholders for such related Distribution Date pursuant to Section 3.06 hereof, including any monthly statement with respect to the Underlying Series, and the Depositor shall incorporate by reference the related monthly statement included in the Form 10-D filed for the Underlying Series; provided that, the Grantor Trust Trustee shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Grantor Trust Trustee as described in clause (a)(iv) belowStatement attached thereto. Any disclosure that is in addition to the monthly statement and Distribution Date Statement that is required to be included on Form 10-D, including any information that is otherwise required to be provided or incorporated by reference as instructed by the Depositor D (“Additional Form 10-D Disclosure”), ) shall be, pursuant to the paragraph (B) below, be reported by the parties set forth on Exhibit D R to the Grantor Trust Trustee, or otherwise provided Depositor and the Securities Administrator and directed and approved by the Depositor with respect to any information required to be provided pursuant to Item 1117 or Item 1119 of Regulation AB, the following paragraph and the Depositor and approved for inclusion by the Depositor. The Grantor Trust Trustee Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Grantor Trust Trustee is the reporting party Disclosure, except as set forth in the next two paragraphs. (ii) As set forth on Exhibit DR hereto, within 5 calendar days after the related Distribution Date, (i) and approval. Notwithstanding anything in this Agreement or the Underlying Agreement parties to the contraryXxxxxxxxx Mortgage Securities Trust 2006-2 transaction shall be required to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in XXXXX-compatible form (which may be Word or Excel documents easily convertible to XXXXX format), or in such other form as otherwise agreed upon by the Securities Administrator and such party, the Grantor Trust Trusteeform and substance of any Additional Form 10-D Disclosure, if applicable, together with an Additional Disclosure Notification in the form of Exhibit U hereto (an “Additional Disclosure Notification”), and the Depositor will approve, as master servicer to form and securities administrator substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Seller will be responsible for any reasonable fees and expenses assessed or incurred by the Underlying SeriesSecurities Administrator in connection with including any Additional Form 10-D Disclosure in Form 10-D pursuant to this paragraph. (iii) After preparing the Form 10-D, the Securities Administrator shall aggregate and make available forward upon request electronically a copy of the Form 10-D to the Depositor all information (provided pursuant that such Form 10-D includes any Additional Form 10-D Disclosure). Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to Item 1121 or approval of Regulation AB such Form 10-D. In the absence of receipt of any written changes or approval, or if the Depositor does not request a copy of a Form 10-D, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with respect to the Underlying Series for purposes execution and filing of including such information in the Form 10-D. A duly authorized representative of the Master Servicer shall sign each Form 10-D. If a Form 10-D that is required cannot be filed on time or if a previously filed Form 10-D needs to be filed under amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this AgreementSection 3.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Thornburg Mortgage Securities Trust 2006-3)

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