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

Reports on Assessment of Compliance and Attestation. (a) Not later than the earlier of (a) March 15 of each calendar year (other than the calendar year during which the Closing Date occurs) or (b) with respect to any calendar year during which an annual report on Form 10-K is required to be filed pursuant to Section 3.29 on behalf of the Trust, 15 calendar days before each date on which that annual report on Form 10-K is required to be filed, pursuant to Section 3.29 (or if such day is not a Business Day, the immediately preceding Business Day), the Servicer, at its own expense, shall deliver to the Depositor, the Trustee and each Rating Agency an officer's certification and assessment of its compliance with the Servicing Criteria during the preceding calendar year as required by Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB (the "Assessment of Compliance"), which assessment shall be substantially in the form of Exhibit P-1 hereto. The parties acknowledge and agree that the items indicated as being subject to assessment by each such party on Exhibit P-2 hereto are the items to be assessed by such party as of the Closing Date and that any changes to such allocation of assessment responsibilities will be made by mutual agreement of the parties. Any such changes will not require an amendment of this Agreement.

Reports on Assessment of Compliance and Attestation. (a) Not later than the earlier of (a) March 15 of each calendar year (other than the calendar year during which the Closing Date occurs) or (b) with respect to any calendar year during which an annual report on Form 10-K is required to be filed pursuant to Section 3.29 3.22 on behalf of the Trust, 15 calendar days before each date on which that annual report on Form 10-K is required to be filed, pursuant to Section 3.29 3.22 (or if such day is not a Business Day, the immediately preceding Business Day), the Servicer, at its own expense, shall deliver to the Depositor, the Trustee and each Rating Agency an officer's ’s certification and assessment of its compliance with the Servicing Criteria applicable to it during the preceding calendar year as required by Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB (the "“Assessment of Compliance"”), which assessment shall be substantially in the form of Exhibit P-1 R-1 hereto. The parties acknowledge and agree that for the purposes of this Section 3.20, the items indicated as being subject to assessment by each such applicable party on Exhibit P-2 A to Exhibit R-1 hereto are the items to be assessed by such party as of the Closing Date and that any changes to such allocation of assessment responsibilities will be made by mutual agreement of the partiesparties (collectively, the “Servicing Criteria”). Any such changes will not require an amendment of this Agreement.