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, the Indenture Trustee shall, in accordance with industry standards, file with the Commission via the Electronic Data Gathering and Retrieval System (“XXXXX”), a Form 10-D, signed by the Servicer, with a copy of the monthly statement to be furnished by the Indenture Trustee to the Noteholders for such Distribution Date and detailing all data elements specified in Item 1121(a) of Regulation AB; provided that the Indenture Trustee shall have received no later than five (5) calandar days after the related Servicer Reporting Date, all information required to be provided to the Indenture Trustee as described in clause (a)(iv) below. Any disclosure in addition to the Monthly Statement that is required to be included on Form 10-D (“Additional Form 10-D Disclosure”) shall be approved by the Depositor. Within five (5) calendar days after the related Servicer Reporting Date, (i) the parties set forth in Exhibit I shall be required to provide, pursuant to section 5.11(a)(iv) below, to the Indenture Trustee and the Depositor, to the extent known (by a Responsible Officer in the case of the Owner Trustee), in XXXXX-compatible format at the email address set forth in Section 10.06 with respect to the Indenture Trustee, or in such other form as otherwise agreed upon by the Indenture 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 responsible for any reasonable fees and expenses assessed or incurred by the Indenture Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section.

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. Thereafter, within 10 days (ior, 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”)) (A) Within 15 days after following each Distribution Date, the Indenture Trustee shall, in accordance with industry standardsstandards and the Rules, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“XXXXX”)) a Form 10-D that includes (i) a Distribution Date Statement, a (ii) such other information provided to the Trustee as is required by Form 10-D, signed including, but not limited to, the information required by the Servicer, with a copy of the monthly statement to be furnished by the Indenture Trustee to the Noteholders for such Distribution Date and detailing all data elements specified in Item 1121(a) 1121 of Regulation AB; provided that the Indenture Trustee shall have received no later than five AB and (5iii) calandar days after the related Servicer Reporting Date, all such other information required to be provided to the Indenture Trustee as described in clause (a)(iv) below. Any disclosure in addition to the Monthly Statement that is required to be included on Form 10-D furnished to 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”) pursuant to the Rules. The Trustee shall have no responsibility for determining what information is required to be approved filed on Form 10-D (unless such information is specific to the Trustee, in which case the Trustee will be responsible for making such determination) nor for including any information in such Form 10-D that is not furnished to the Trustee no later than three (3) Business Days prior to the Filing Date. 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, unless otherwise directed by the Depositor. Within five (5) calendar days after the related Servicer Reporting Date, Prior to (i) the parties set forth in Exhibit I shall March 30, 2007, or such earlier date as such filing may be required to providebe 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 section 5.11(a)(iv) belowthe Servicing Agreement which is required to be filed with such Form 10-K, to the Indenture extent they have been timely delivered to the Trustee and the Depositor, to (x) the extent known (annual certifications and assessments of compliance delivered by a Responsible Officer in the case of the Owner Trustee), in XXXXX-compatible format at the email address set forth in Section 10.06 with respect to the Indenture Trustee, the Servicer and the Custodian, or in any Subservicer or Subcontractor thereof, pursuant to this Agreement and the Servicing Agreement, (y) the related public accounting firm attestation reports and (z) such other form information as otherwise agreed upon is required by the Indenture Rules and Regulation AB. The Trustee and the Depositor and such party, the form and substance of any Additional shall not be responsible for determining what information is required to be filed on a Form 10-D Disclosure, if applicable, 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) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion an executed copy of the Additional Form 10-D Disclosure on 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-D. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by K, the Indenture Trustee shall disclose such fact in connection with including any Additional the Form 10-D Disclosure K together with an explanation as to why such report is not included as an exhibit to the Form 10-K. (b) The Trustee shall promptly send copies of each periodic report filed on Form 10-D pursuant 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. 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 SectionAgreement 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 Depositor hereby grants to the Trustee a limited power of attorney to execute and file the Form 15 Suspension Notice and each Form 8-K and Form 10-D on behalf of the Depositor; provided, that the Trustee shall have no responsibility to execute any Form 10-K described herein or to execute any Depositor Certification (or other documents other than a Form 15 Suspension Notice or Form 8-K) 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. Such power of attorney shall continue until the earlier of either (i) receipt by the Trustee from the Depositor of written termination of such power of attorney or (ii) the termination of the Trust. 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. (c) Not later than March 18 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.

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, the Indenture Trustee Securities Administrator shall, in accordance with industry standards, file with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (“XXXXX”"EDGAR"), a Distribution Rexxxx on Form 10-D, signed by the Servicer, D with a copy of the monthly statement to be furnished by the Indenture Trustee to the Noteholders Certificateholders for such Distribution Date and detailing all data elements specified in Item 1121(a) of Regulation ABAB as an exhibit thereto; provided that the Indenture Trustee shall have received no later than five (5) calandar 10 days after the related Servicer Reporting Date, all information required to be provided prior to the Indenture Trustee as described in clause (a)(iv) below. Any disclosure in addition to the Monthly Statement that is required to be included date such Distribution Report on Form 10-D is required to be filed, the following information: (“Additional i) Notice of any material modifications, extensions or waivers to Mortgage Loan terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time from the Master Servicer; (ii) Notice of any material breaches of Mortgage Loan representations or warranties or transaction covenants from the Master Servicer; (iii) Notice of any new issuance of asset-backed securities backed by the same asset pool, any pool asset changes, such as Mortgage Loan substitutions and repurchases, and cash flows available for future purchases, if applicable from the Master Servicer. (iv) A brief description of any legal proceedings pending, including proceedings known to be contemplated by governmental authorities, against the Depositor, the Sponsor and the Master Servicer or of which any property of the foregoing is the subject, that is material to Certificateholders from each of the Depositor, the Sponsor and the Master Servicer if applicable; (v) The information required by Item 2 of Part II of Form 10-Q regarding any sale of securities that are either backed by the same asset pool or are otherwise issued by the issuer, regardless of whether the transaction was registered under the Securities Act during the period covered by the report, from the Depositor; (vi) The information required by Item 3 of Part II of Form 10-Q with respect to defaults upon the senior securities during the period covered by the report, from the Master Servicer; (vii) The information required by Item 4 of Part II of Form 10-Q with respect to submission of matters to a vote of Certificateholders during the period covered by the report, from the Master Servicer; (viii) Any information required to be disclosed in a report on Form 8-K during the period covered by the report on the Form 10-D, but not reported, whether or not otherwise required by the Form 10-D Disclosure”from the Master Servicer; and (ix) Any exhibits to the Form 10-D from the Depositor. (b) The Securities Administrator 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 Sponsor, the Trustee or the Master Servicer shall have timely notified the Securities Administrator of an item reportable on a Current Report on Form 8-K and shall have delivered to the Securities Administrator no later than two Business Days prior to the filing deadline for such Current Report, all information, data, and exhibits required to be approved provided or filed with such Current Report with respect to: (i) Any entry into a material definitive agreement, any termination of a material definitive agreement; (ii) any bankruptcy or receivership of the Depositor, the Sponsor or the Master Servicer (including any servicer that does not sign the pooling and servicing agreement and any subservicer that signs a subservicing agreement) from the Depositor, the Sponsor or the Master Servicer as applicable; (iii) A description of any triggering events that accelerate or increase a direct financial obligation or an obligation under an off-balance sheet arrangement from the Master Servicer; (iv) Any material modification to the rights of Certificateholders; (v) Any amendments of the articles of incorporation or bylaws or a change of the fiscal year of any transaction party from each of the Depositor, the Sponsor or the Master Servicer, as applicable; (vi) Any change in servicer, trustee, credit enhancement or other external support or failure to make a required distribution from the Master Servicer or Trustee as applicable; and (vii) Any Securities Act update provided by the Depositor. (c) Prior to January 30 in each year commencing in [_____], the Securities Administrator shall, in accordance with industry standards, file a Form 15 Suspension Notice with respect to the Trust Fund, if applicable. Prior to (x) March 15, [_____] and (y) unless and until a Form 15 Suspension Notice shall have been filed, prior to March 15 of each year thereafter, the Master Servicer shall provide the Trustee with a Master Servicer Annual Statement of Compliance, together with a copy of the Master Servicer Assessment of Compliance and Master Servicer Attestation Report to be delivered by the Master Servicer pursuant to Sections 4.14 and 4.15. Prior to (x) March 31, [_____] and (y) unless and until a Form 15 Suspension Notice shall have been filed, March 31 of each year thereafter, the Master Servicer shall, subject to subsection (d) below, file a Form 10-K, in substance conforming to industry standards, with respect to the Trust Fund. Such Form 10-K shall include the Master Servicer Assessment of Compliance, Master Servicer Attestation Report, Master Servicer Annual Statement of Compliance and other documentation provided by the Master Servicer pursuant to Sections 4.14 and 4.15 and the Form 10-K certification signed by the Depositor. Within five (5) The Depositor, the Sponsor and Master Servicer shall provide the following information, as applicable, no later than March 1 of each calendar days after year prior to the related Servicer Reporting Date, filing deadline for the Form 10-K: (i) the parties set forth in Exhibit I shall be Any exhibits or financial statement schedules required to provide, pursuant to section 5.11(a)(iv) below, to the Indenture Trustee and by Item 15 of Form 10-K from each of the Depositor, to the extent known (by a Responsible Officer in the case of the Owner Trustee), in XXXXX-compatible format at the email address set forth in Section 10.06 with respect to the Indenture Trustee, or in such other form as otherwise agreed upon by the Indenture Trustee Sponsor and the Depositor and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, and Master Servicer; (ii) A description of any legal proceedings pending, including proceedings known to be contemplated by governmental authorities, against the Depositor will approve, as to form and substance, or disapprove, as the case may beDepositor, the inclusion Sponsor and the Master Servicer or of which any property of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be responsible for foregoing is the subject, that is material to Certificateholders from each of the Depositor, the Sponsor and the Master Servicer if applicable; (iii) A description of any reasonable fees and expenses assessed or incurred by affiliations between the Indenture Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D transaction parties pursuant to this Section.Item 1119 of Regulation AB from the Sponsor; and (iv) The Master Servicer Assessment of

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, the Indenture Trustee shall, in accordance with industry standardsstandards and the Rules, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“XXXXX”)) a Form 10-D that includes (i) a Distribution Date Statement, a (ii) such other information provided to the Trustee as is required by Form 10-D, signed including, but not limited to, the information required by the Servicer, with a copy of the monthly statement to be furnished by the Indenture Trustee to the Noteholders for such Distribution Date and detailing all data elements specified in Item 1121(a) 1121 of Regulation AB; provided that the Indenture Trustee shall have received no later than five AB and (5iii) calandar days after the related Servicer Reporting Date, all such other information required to be provided to the Indenture Trustee as described in clause (a)(iv) below. Any disclosure in addition to the Monthly Statement that is required to be included on Form 10-D furnished to 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”) pursuant to the Rules. The Trustee shall have no responsibility for determining what information is required to be approved by filed on Form 10-D (unless such information is specific to the Depositor. Within five Trustee, in which case the Trustee will be responsible for making such determination) nor for including any information in such Form 10-D that is not furnished to the Trustee no later than three (53) calendar days after Business Days prior to the related Servicer Reporting 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) the parties set forth in Exhibit I shall March 30, 2007, or such earlier date as such filing may be required to providebe 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 section 5.11(a)(iv) belowthe Servicing Agreement which is required to be filed with such Form 10-K, to the Indenture extent they have been timely delivered to the Trustee and the Depositor, to (x) the extent known (annual certifications and assessments of compliance delivered by a Responsible Officer in the case of the Owner Trustee), in XXXXX-compatible format at the email address set forth in Section 10.06 with respect to the Indenture Trustee, the Servicer and the Custodian, or in 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 form information as otherwise agreed upon is required by the Indenture Rules and Regulation AB. The Trustee and the Depositor and such party, the form and substance of any Additional shall not be responsible for determining what information is required to be filed on a Form 10-D Disclosure, if applicable, 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) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion an executed copy of the Additional Form 10-D Disclosure on 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-D. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by K, the Indenture Trustee shall disclose such fact in connection with including any Additional the Form 10-D Disclosure 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 pursuant 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 SectionAgreement 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.

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, the Indenture Trustee Master Servicer shall, in accordance with industry standards, file with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (“XXXXX”), a Distribution Report on Form 10-D, signed by the Servicer, D with a copy of the monthly statement to be furnished by the Indenture Trustee to the Noteholders Certificateholders for such Distribution Date and detailing all data elements specified in Item 1121(a) of Regulation ABAB as an exhibit thereto; provided that the Indenture Trustee shall have received no later than five (5) calandar 10 days after the related Servicer Reporting Date, all information required to be provided prior to the Indenture Trustee as described in clause (a)(iv) below. Any disclosure in addition to the Monthly Statement that is required to be included date such Distribution Report on Form 10-D is required to be filed, the following information: (“Additional 1) Notice of any material modifications, extensions or waivers to Mortgage Loan terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time from the Master Servicer; (2) Notice of any material breaches of Mortgage Loan representations or warranties or transaction covenants from the Master Servicer; (3) Notice of any new issuance of asset-backed securities backed by the same asset pool, any pool asset changes, such as Mortgage Loan substitutions and repurchases, and cash flows available for future purchases, if applicable from the Master Servicer. (4) A brief description of any legal proceedings pending, including proceedings known to be contemplated by governmental authorities, against the Depositor, the Sponsor and the Master Servicer or of which any property of the foregoing is the subject, that is material to Certificateholders from each of the Depositor, Sponsor and the Master Servicer if applicable; (5) The information required by Item 2 of Part II of Form 10-Q regarding any sale of securities that are either backed by the same asset pool or are otherwise issued by the issuer, regardless of whether the transaction was registered under the Securities Act during the period covered by the report, from the Depositor; (6) The information required by Item 3 of Part II of Form 10-Q with respect to defaults upon the senior securities during the period covered by the report, from the Master Servicer; (7) The information required by Item 4 of Part II of Form 10-Q with respect to submission of matters to a vote of Certificateholders during the period covered by the report, from the Master Servicer; (8) Any information required to be disclosed in a report on Form 8-K during the period covered by the report on the Form 10-D, but not reported, whether or not otherwise required by the Form 10-D Disclosure”from the Master Servicer; and (9) Any exhibits to the Form 10-D from the Depositor. (ii) The Master Servicer 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 Sponsor or the Trustee shall have timely notified the Master Servicer of an item reportable on a Current Report on Form 8-K and shall have delivered to the Master Servicer no later than two Business Days prior to the filing deadline for such Current Report, all information, data, and exhibits required to be approved provided or filed with such Current Report with respect to: (1) Any entry into a material definitive agreement, any termination of a material definitive agreement and any bankruptcy or receivership of the Depositor, Sponsor or the Master Servicer (including any servicer that does not sign the pooling and servicing agreement and any subservicer that signs a subservicing agreement) from the Depositor, Sponsor or the Master Servicer as applicable; (2) A description of any triggering events that accelerate or increase a direct financial obligation or an obligation under an off-balance sheet arrangement from the Master Servicer; (3) Any material modification to the rights of Certificateholders, amendments of the articles of incorporation or bylaws or a change of the fiscal year of any transaction party from each of the Depositor, the Sponsor or the Master Servicer, as applicable; (4) Any change in servicer, trustee, credit enhancement or other external support or failure to make a required distribution from the Master Servicer or Trustee as applicable; and (5) Any Securities Act update provided by the Depositor. (iii) Prior to January 30 in each year commencing in 2007, the Master Servicer shall, in accordance with industry standards, file a Form 15 Suspension Notice with respect to the Trust Fund, if applicable. Prior to (x) March 15, 2007 and (y) unless and until a Form 15 Suspension Notice shall have been filed, prior to March 15 of each year thereafter, the Master Servicer shall provide the Trustee with an Annual Compliance Statement, together with a copy of the Assessment of Compliance and Attestation Report to be delivered by the Master Servicer pursuant to Sections 3.16 and 3.17. Prior to (x) March 31, 2008 and (y) unless and until a Form 15 Suspension Notice shall have been filed, March 31 of each year thereafter, the Master Servicer shall, subject to subsection (d) below, file a Form 10-K, in substance conforming to industry standards, with respect to the Trust Fund. Such Form 10-K shall include the Assessment of Compliance, Attestation Report, Annual Compliance Statements and other documentation provided by the Master Servicer pursuant to Sections 3.16 and 3.17 and the Form 10-K certification signed by the Depositor. Within five The Depositor, the Sponsor and Master Servicer shall provide the following information, as applicable, no later than March 1 of each calendar year prior to the filing deadline for the Form 10-K: (51) calendar days after Any exhibits or financial statement schedules required by Item 15 of Form 10-K from each of the related Depositor, the Sponsor and Master Servicer; (2) A description of any legal proceedings pending, including proceedings known to be contemplated by governmental authorities, against the Depositor, the Sponsor and the Master Servicer Reporting Dateor of which any property of the foregoing is the subject, that is material to Certificateholders from each of the Depositor, the Sponsor and the Master Servicer if applicable; (i3) A description of any affiliations between the transaction parties pursuant to Item 1119 of Regulation AB from the Sponsor; and (4) The Assessment of Compliance, Attestation Report, Annual Compliance Statements and other documentation provided by the Master Servicer pursuant to Sections 3.16 and 3.17. The Depositor hereby grants to the Master Servicer a limited power of attorney to execute and file each such document on behalf of the Depositor. Such power of attorney shall continue until either the earlier of (x) receipt by the Master Servicer from the Depositor of written termination of such power of attorney and (y) the parties set forth termination of the Trust Fund. The Depositor and the Trustee each agree to promptly furnish to the Master Servicer, from time to time upon request, such further information, reports and financial statements within its control related to this Agreement, the Mortgage Loans as the Master Servicer reasonably deems appropriate to prepare and file all necessary reports with the Securities and Exchange Commission. The Master Servicer shall cooperate with the Depositor in connection with any additional filings with respect to the Trust Fund as the Depositor deems necessary under the Exchange Act. Copies of all reports filed by the Master Servicer under the Exchange Act shall be sent to the Depositor. Fees and expenses incurred by the Master Servicer in connection with this Section 3.18 shall not be reimbursable from the Trust Fund. (b) In connection with the filing of any 10-K hereunder, the Master Servicer shall sign a certification (in the form attached hereto as Exhibit I G) for the Depositor regarding certain aspects of the Form 10-K certification signed by the Depositor, provided, however, that the Master Servicer shall not be required to provide, pursuant to section 5.11(a)(iv) below, undertake an analysis of any accountant’s report attached as an exhibit to the Indenture Trustee Form 10-K. (c) The Master Servicer shall indemnify and hold harmless the Depositor, to the extent known (by Trustee and their respective officers, directors and Affiliates from and against any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments and other costs and expenses arising out of or based upon a Responsible Officer in the case breach of the Owner TrusteeMaster Servicer’s obligations under this Section 3.18 or the Master Servicer’s negligence, bad faith or willful misconduct in connection therewith. [[Nothing shall be construed from the foregoing subsections (a), in XXXXX(b) and (c) to require the Master Servicer or any officer, director or Affiliate thereof to sign any Form 10-compatible format at K or any certification contained therein. Furthermore, the email address inability of the Master Servicer to file a Form 10-K as a result of the lack of required information as set forth in Section 10.06 with respect to the Indenture Trustee, 3.18(a) or in required signatures on such other form as otherwise agreed upon by the Indenture Trustee and the Depositor and such party, the form and substance of any Additional Form 10-D DisclosureK or any certification contained therein shall not be regarded as a breach by the Master Servicer of any obligation under this Agreement.]] Notwithstanding the provisions of Section 11.1, if applicable, and (ii) this Section 3.18 may be amended without the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion consent 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 Indenture Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this SectionCertificateholders.

Reports Filed with Securities and Exchange Commission. (a) (i) (A) Within 15 days after each Distribution Date, the Indenture Trustee Securities Administrator shall, in accordance with industry standards, file with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (“XXXXX”"EDGAR"), a Distributixx Xeport on Form 10-D, signed by the Servicer, D with a copy of the monthly statement to be furnished by the Indenture Trustee to the Noteholders Certificateholders for such Distribution Date and detailing all data elements specified in Item 1121(a) of Regulation ABAB as an exhibit thereto; provided that the Indenture Trustee shall have received no later than five (5) calandar 10 days after the related Servicer Reporting Date, all information required to be provided prior to the Indenture Trustee as described in clause (a)(iv) below. Any disclosure in addition to the Monthly Statement that is required to be included date such Distribution Report on Form 10-D is required to be filed, the following information: (“Additional i) Notice of any material modifications, extensions or waivers to Mortgage Loan terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time from the Master Servicer; (ii) Notice of any material breaches of Mortgage Loan representations or warranties or transaction covenants from the Master Servicer; (iii) Notice of any new issuance of asset-backed securities backed by the same asset pool, any pool asset changes, such as Mortgage Loan substitutions and repurchases, and cash flows available for future purchases, if applicable from the Master Servicer. (iv) A brief description of any legal proceedings pending, including proceedings known to be contemplated by governmental authorities, against the Depositor, the Sponsor and the Master Servicer or of which any property of the foregoing is the subject, that is material to Certificateholders from each of the Depositor, the Sponsor and the Master Servicer if applicable; (v) The information required by Item 2 of Part II of Form 10-Q regarding any sale of securities that are either backed by the same asset pool or are otherwise issued by the issuer, regardless of whether the transaction was registered under the Securities Act during the period covered by the report, from the Depositor; (vi) The information required by Item 3 of Part II of Form 10-Q with respect to defaults upon the senior securities during the period covered by the report, from the Master Servicer; (vii) The information required by Item 4 of Part II of Form 10-Q with respect to submission of matters to a vote of Certificateholders during the period covered by the report, from the Master Servicer; (viii) Any information required to be disclosed in a report on Form 8-K during the period covered by the report on the Form 10-D, but not reported, whether or not otherwise required by the Form 10-D Disclosure”from the Master Servicer; and (ix) Any exhibits to the Form 10-D from the Depositor. (b) The Securities Administrator 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 Sponsor, the Trustee or the Master Servicer shall have timely notified the Securities Administrator of an item reportable on a Current Report on Form 8-K and shall have delivered to the Securities Administrator no later than two Business Days prior to the filing deadline for such Current Report, all information, data, and exhibits required to be approved provided or filed with such Current Report with respect to: (i) Any entry into a material definitive agreement, any termination of a material definitive agreement; (ii) any bankruptcy or receivership of the Depositor, the Sponsor or the Master Servicer (including any servicer that does not sign the pooling and servicing agreement and any subservicer that signs a subservicing agreement) from the Depositor, the Sponsor or the Master Servicer as applicable; (iii) A description of any triggering events that accelerate or increase a direct financial obligation or an obligation under an off-balance sheet arrangement from the Master Servicer; (iv) Any material modification to the rights of Certificateholders; (v) Any amendments of the articles of incorporation or bylaws or a change of the fiscal year of any transaction party from each of the Depositor, the Sponsor or the Master Servicer, as applicable; (vi) Any change in servicer, trustee, credit enhancement or other external support or failure to make a required distribution from the Master Servicer or Trustee as applicable; and (vii) Any Securities Act update provided by the Depositor. (c) Prior to January 30 in each year commencing in [________], the Securities Administrator shall, in accordance with industry standards, file a Form 15 Suspension Notice with respect to the Trust Fund, if applicable. Prior to (x) March 15, [________] and (y) unless and until a Form 15 Suspension Notice shall have been filed, prior to March 15 of each year thereafter, the Master Servicer shall provide the Trustee with a Master Servicer Annual Statement of Compliance, together with a copy of the Master Servicer Assessment of Compliance and Master Servicer Attestation Report to be delivered by the Master Servicer pursuant to Sections 4.14 and 4.15. Prior to (x) March 31, [________] and (y) unless and until a Form 15 Suspension Notice shall have been filed, March 31 of each year thereafter, the Master Servicer shall, subject to subsection (d) below, file a Form 10-K, in substance conforming to industry standards, with respect to the Trust Fund. Such Form 10-K shall include the Master Servicer Assessment of Compliance, Master Servicer Attestation Report, Master Servicer Annual Statement of Compliance and other documentation provided by the Master Servicer pursuant to Sections 4.14 and 4.15 and the Form 10-K certification signed by the Depositor. Within five (5) The Depositor, the Sponsor and Master Servicer shall provide the following information, as applicable, no later than March 1 of each calendar days after year prior to the related Servicer Reporting Date, filing deadline for the Form 10-K: (i) the parties set forth in Exhibit I shall be Any exhibits or financial statement schedules required to provide, pursuant to section 5.11(a)(iv) below, to the Indenture Trustee and by Item 15 of Form 10-K from each of the Depositor, to the extent known (by a Responsible Officer in the case of the Owner Trustee), in XXXXX-compatible format at the email address set forth in Section 10.06 with respect to the Indenture Trustee, or in such other form as otherwise agreed upon by the Indenture Trustee Sponsor and the Depositor and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, and Master Servicer; (ii) A description of any legal proceedings pending, including proceedings known to be contemplated by governmental authorities, against the Depositor will approve, as to form and substance, or disapprove, as the case may beDepositor, the inclusion Sponsor and the Master Servicer or of which any property of the Additional Form 10-D Disclosure on Form 10-D. The Depositor will be responsible for foregoing is the subject, that is material to Certificateholders from each of the Depositor, the Sponsor and the Master Servicer if applicable; (iii) A description of any reasonable fees and expenses assessed or incurred by affiliations between the Indenture Trustee in connection with including any Additional Form 10-D Disclosure on Form 10-D transaction parties pursuant to this Section.Item 1119 of Regulation AB from the Sponsor; and (iv) The Master Servicer Assessment of