Common use of Rule 17g-5 Compliance Clause in Contracts

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 4 contracts

Samples: Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-8), Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-6), Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-1)

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Rule 17g-5 Compliance. Seller PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-14” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerPrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerPrimeLending’s operations in general; provided, however, that Seller PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 4 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-5), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-5), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-4)

Rule 17g-5 Compliance. Seller Shore hereby agrees that it shall provide any information with respect to the Mortgage Loans or the origination thereof that it is reasonably requested to provide to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-16” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Shore in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Shore shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerShore, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Shore or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerShore’s operations in general; provided, however, that Seller Shore shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-6), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-6)

Rule 17g-5 Compliance. Seller BOCM hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller BOCM in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller BOCM shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerBOCM, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller BOCM or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerBOCM’s operations in general; provided, however, that Seller BOCM shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2)

Rule 17g-5 Compliance. Seller Shore hereby agrees that it shall provide any information with respect to the Mortgage Loans or the origination thereof that it is reasonably requested to provide to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Shore in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Shore shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerShore, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Shore or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerShore’s operations in general; provided, however, that Seller Shore shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-2)

Rule 17g-5 Compliance. Seller PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122011-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerPrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerPrimeLending’s operations in general; provided, however, that Seller PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2011-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2011-2)

Rule 17g-5 Compliance. Seller Cxxx Xxxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Cxxx Xxxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Cxxx Xxxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerCxxx Xxxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Cxxx Xxxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s Cxxx Xxxxxx’x operations in general; provided, however, that Seller Cxxx Xxxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-3)

Rule 17g-5 Compliance. Seller The Bank hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination or servicing thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122011-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller the Bank in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller The Bank shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 26 prohibit or restrict oral or written communications, or providing information, between Sellerthe Bank, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or the Bank, (ii) such Rating Agency’s or NRSRO’s approval of the Bank as a residential mortgage master, special or primary servicer, or (iii) such Rating Agency’s or NRSRO’s evaluation of Sellerthe Bank’s servicing operations in general; provided, however, that Seller the Bank shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2011-2), Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2011-2)

Rule 17g-5 Compliance. Seller PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerPrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerPrimeLending’s operations in general; provided, however, that Seller PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-2)

Rule 17g-5 Compliance. Seller PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerPrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerPrimeLending’s operations in general; provided, however, that Seller PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2)

Rule 17g-5 Compliance. Seller PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-16” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerPrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerPrimeLending’s operations in general; provided, however, that Seller PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-6), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-6)

Rule 17g-5 Compliance. Seller Cxxx Xxxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Cxxx Xxxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Cxxx Xxxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerCxxx Xxxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Cxxx Xxxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s Cxxx Xxxxxx’x operations in general; provided, however, that Seller Cxxx Xxxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2)

Rule 17g-5 Compliance. Seller SunTrust hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination or servicing thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122011-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller SunTrust in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller SunTrust shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 26 prohibit or restrict oral or written communications, or providing information, between SellerSunTrust, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or SunTrust, (ii) such Rating Agency’s or NRSRO’s approval of SunTrust as a residential mortgage master, special or primary servicer, or (iii) such Rating Agency’s or NRSRO’s evaluation of SellerSunTrust’s servicing operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2011-2), Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2011-2)

Rule 17g-5 Compliance. Seller Cxxx Xxxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-16” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Cxxx Xxxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Cxxx Xxxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerCxxx Xxxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Cxxx Xxxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s Cxxx Xxxxxx’x operations in general; provided, however, that Seller Cxxx Xxxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-6), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-6)

Rule 17g-5 Compliance. Seller Cxxx Xxxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Cxxx Xxxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Cxxx Xxxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerCxxx Xxxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Cxxx Xxxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s Cxxx Xxxxxx’x operations in general; provided, however, that Seller Cxxx Xxxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller WX Xxxxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxrxxxxxxxxxxx@xxxx.xxx, with a subject reference of “SEMT 20122013-18” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller WX Xxxxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller WX Xxxxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerWX Xxxxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller WX Xxxxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s WX Xxxxxxx’x operations in general; provided, however, that Seller WX Xxxxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-8), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-8)

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect (a) The Rule 17g-5 Information Provider shall, upon receipt of an NRSRO certification in the form of Exhibit O, make available on its Rule 17g-5 Website solely to the Mortgage Loans or the origination thereof Depositor, each Rating Agency and to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via NRSRO the following items, but only to the extent such items are delivered to it by electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxto xxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, specifically with a subject reference of “SEMT 2012-12” and an identification of the type of information being provided in the body of such electronic mailnotice, or any other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial, : (i) any Rating Agency Information provided to the Rule 17g-5 Information Provider in accordance with Sections 6.06, 6.07, 6.14, 9.01, 9.02, 11.03 and 11.12 of this Agreement, as well as reports prepared in accordance with Sections 6.21, 6.22, 6.23 and 6.24 (provided that the Rule 17g-5 Information Provider shall not be required to post to its Rule 17g-5 Website any such information previously posted to and available on the Securities Administrator’s website); (ii) any notice of any amendment that modifies the procedures herein relating to Exchange Act Rule 17g-5 pursuant to this Agreement; and (iii) a summary of any oral conversation with a Rating Agency regarding any Mortgage Loan, any Mortgaged Property or any REO Property, to the extent required to be provided pursuant to Rule 17g-5. The Securities Administratorforegoing information shall be made available by the Rule 17g-5 Information Provider on its Rule 17g-5 Website. Such information shall be posted to the Rule 17g-5 Website on the same Business Day as it is received, as provided that such information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m., on the initial next Business Day. The Rule 17g-5 Information Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is accurate, complete, conforms to the requirements of this Agreement, or otherwise is or is not anything other than what it purports to be. The Rule 17g-5 Information Provider shall not be deemed to have obtained actual knowledge of any information by virtue of the receipt and posting of such information to the Rule 17g-5 Website. Further, notwithstanding anything to the contrary herein, in the event the Depositor determines that any information previously posted to the Rule 17g-5 Website should not have been posted thereto pursuant to the terms of this Agreement, the Depositor shall direct the Rule 17g-5 Information Provider in writing to remove such information from the Rule 17g-5 Website, such written notice to specify the information to be so removed. The Rule 17g-5 Information Provider (i) shall have no obligation or duty to verify, confirm or otherwise determine the accuracy of the information contained in such written direction, (ii) shall be entitled to rely fully upon such written direction and (iii) shall not be held liable in connection with removing any such information from the Rule 17g-5 Website upon the receipt of such written direction. The Rule 17g-5 Information Provider”) Provider shall provide a mechanism to notify Seller in writing of any change in the identity or contact information of party that has submitted an NRSRO Certification each time the Rule 17g-5 Information ProviderProvider posts an additional document to the Rule 17g-5 Website. Seller shall have no liability for (i) In connection with providing access to the Rule 17g-5 Website, the Rule 17g-5 Information Provider’s failure to post Provider may require registration and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information provided by it in accordance with the terms of this Agreement Agreement, makes no representations or (ii) any malfunction warranties as to the accuracy or disabling completeness of the website maintained by the such information being made available, has no obligation to review such information, and assumes no responsibility for such information. The Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and Provider shall not be liable for its failure to make any information available to each Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) NRSROs unless such information has already been provided was delivered to the Rule 17g-5 Information ProviderProvider at the email address specified in writing to the Depositor, with a subject heading of “SEMT 2012-2” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5 Website. If any NRSRO that has previously submitted an NRSRO Certification and whose NRSRO Certification has been accepted, notifies the Rule 17g-5 Information Provider that it is unable to access information posted to the Rule 17g-5 Website and such access issue is determined to be the result of a problem with the Rule 17g-5 Website, if such access issue is not resolved within one Business Day of such determination, the Rule 17g-5 Information Provider shall so notify the Depositor. (b) Each of the Master Servicer and the Trustee hereby agrees that, except as otherwise expressly permitted herein, it shall not communicate with (including verbally) or provide information to a Rating Agency without the prior consent of and consultation with the Depositor, and that any permitted communication by it to a Rating Agency will be made by it only in the manner prescribed by the procedures established by the Depositor to ensure compliance with Rule 17g-5 under the Exchange Act, including to the extent set forth herein, providing any such communications to the Depositor for posting on the Rule 17g-5 Website pursuant to this Section 4.03 prior to communicating with such Rating Agency.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Sequoia Mortgage Trust 2012-2), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2012-2)

Rule 17g-5 Compliance. Seller Shore hereby agrees that it shall provide any information with respect to the Mortgage Loans or the origination thereof that it is reasonably requested to provide to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-14” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Shore in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Shore shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerShore, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Shore or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerShore’s operations in general; provided, however, that Seller Shore shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-4), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-4)

Rule 17g-5 Compliance. Seller Shore hereby agrees that it shall provide any information with respect to the Mortgage Loans or the origination thereof that it is reasonably requested to provide to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Shore in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Shore shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerShore, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Shore or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerShore’s operations in general; provided, however, that Seller Shore shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-3)

Rule 17g-5 Compliance. Seller Flagstar hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-15” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Flagstar in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Flagstar shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFlagstar, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Flagstar or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFlagstar’s operations in general; provided, however, that Seller Flagstar shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-5), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-5)

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect (a) The Rule 17g-5 Information Provider shall, upon receipt of an NRSRO certification in the form of Exhibit O, make available on its Rule 17g-5 Website solely to the Mortgage Loans or Depositor, the origination thereof Rating Agency and to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via NRSRO the following items, but only to the extent such items are delivered to it by electronic mail at to rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, specifically with a subject reference of “SEMT 20122011-12” and an identification of the type of information being provided in the body of such electronic mailnotice, or any other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial, : (i) any Rating Agency Information provided to the Rule 17g-5 Information Provider in accordance with Sections 6.06, 6.07, 6.14, 9.01, 9.02, 11.03 and 11.12 of this Agreement, as well as reports prepared in accordance with Sections 6.21, 6.22, 6.23 and 6.24 (provided that the Rule 17g-5 Information Provider shall not be required to post to its Rule 17g-5 Website any such information previously posted to and available on the Securities Administrator’s website); (ii) any notice of any amendment that modifies the procedures herein relating to Exchange Act Rule 17g-5 pursuant to this Agreement; and (iii) a summary of any oral conversation with the Rating Agency regarding any Mortgage Loan, any Mortgaged Property or any REO Property, to the extent required to be provided pursuant to Rule 17g-5. The Securities Administratorforegoing information shall be made available by the Rule 17g-5 Information Provider on its Rule 17g-5 Website. Such information shall be posted to the Rule 17g-5 Website on the same Business Day as it is received, as provided that such information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m., on the initial next Business Day. The Rule 17g-5 Information Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is accurate, complete, conforms to the requirements of this Agreement, or otherwise is or is not anything other than what it purports to be. The Rule 17g-5 Information Provider shall not be deemed to have obtained actual knowledge of any information by virtue of the receipt and posting of such information to the Rule 17g-5 Website. Further, notwithstanding anything to the contrary herein, in the event the Depositor determines that any information previously posted to the Rule 17g-5 Website should not have been posted thereto pursuant to the terms of this Agreement, the Depositor shall direct the Rule 17g-5 Information Provider in writing to remove such information from the Rule 17g-5 Website, such written notice to specify the information to be so removed. The Rule 17g-5 Information Provider (i) shall have no obligation or duty to verify, confirm or otherwise determine the accuracy of the information contained in such written direction, (ii) shall be entitled to rely fully upon such written direction and (iii) shall not be held liable in connection with removing any such information from the Rule 17g-5 Website upon the receipt of such written direction. The Rule 17g-5 Information Provider”) Provider shall provide a mechanism to notify Seller in writing of any change in the identity or contact information of party that has submitted an NRSRO Certification each time the Rule 17g-5 Information ProviderProvider posts an additional document to the Rule 17g-5 Website. Seller shall have no liability for (i) In connection with providing access to the Rule 17g-5 Website, the Rule 17g-5 Information Provider’s failure to post Provider may require registration and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information provided by it in accordance with the terms of this Agreement Agreement, makes no representations or (ii) any malfunction warranties as to the accuracy or disabling completeness of the website maintained by the such information being made available, has no obligation to review such information, and assumes no responsibility for such information. The Rule 17g-5 Information Provider. None of Provider shall not be liable for its failure to make any information available to the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) NRSROs unless such information has already been provided was delivered to the Rule 17g-5 Information ProviderProvider at the email address specified in writing to the Depositor, with a subject heading of “SEMT 2011-2” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5 Website. If any NRSRO that has previously submitted an NRSRO Certification and whose NRSRO Certification has been accepted, notifies the Rule 17g-5 Information Provider that it is unable to access information posted to the Rule 17g-5 Website and such access issue is determined to be the result of a problem with the Rule 17g-5 Website, if such access issue is not resolved within one Business Day of such determination, the Rule 17g-5 Information Provider shall so notify the Depositor. (b) Each of the Master Servicer and the Trustee hereby agrees that, except as otherwise expressly permitted herein, it shall not communicate with (including verbally) or provide information to the Rating Agency without the prior consent of and consultation with the Depositor, and that any permitted communication by it to the Rating Agency will be made by it only in the manner prescribed by the procedures established by the Depositor to ensure compliance with Rule 17g-5 under the Exchange Act, including to the extent set forth herein, providing any such communications to the Depositor for posting on the Rule 17g-5 Website pursuant to this Section 4.03 prior to communicating with such Rating Agency.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Sequoia Mortgage Trust 2011-2), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2011-2)

Rule 17g-5 Compliance. Seller Embrace hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxrmxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Embrace in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Embrace shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerEmbrace, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Embrace or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerEmbrace’s operations in general; provided, however, that Seller Embrace shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller Sterling hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Sterling in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Sterling shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerSterling, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Sterling or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerSterling’s operations in general; provided, however, that Seller Sterling shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2)

Rule 17g-5 Compliance. Seller Cornerstone hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-15” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Cornerstone in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Cornerstone shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerCornerstone, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Cornerstone or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerCornerstone’s operations in general; provided, however, that Seller Cornerstone shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-5), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-5)

Rule 17g-5 Compliance. Seller PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerPrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerPrimeLending’s operations in general; provided, however, that Seller PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-3)

Rule 17g-5 Compliance. Seller Cornerstone hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxrmxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-16” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Cornerstone in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Cornerstone shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerCornerstone, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Cornerstone or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerCornerstone’s operations in general; provided, however, that Seller Cornerstone shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-6), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-6)

Rule 17g-5 Compliance. Seller Shore hereby agrees that it shall provide any information with respect to the Mortgage Loans or the origination thereof that it is reasonably requested to provide to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-14” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Shore in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Shore shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerShore, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Shore or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerShore’s operations in general; provided, however, that Seller Shore shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-4), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-4)

Rule 17g-5 Compliance. Seller Wintrust hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Wintrust in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Wintrust shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerWintrust, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Wintrust or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerWintrust’s operations in general; provided, however, that Seller Wintrust shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-1), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-1)

Rule 17g-5 Compliance. Seller The Servicer hereby agrees that it shall provide information with respect to the servicing of the Mortgage Loans or by the origination thereof to Servicer requested by any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) to the Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”), via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller the Servicer in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller The Servicer shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 12 prohibit or restrict oral or written communications, or providing information, between Sellerthe Servicer, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or the Servicer, (ii) such Rating Agency’s or NRSRO’s approval of the Servicer as a residential mortgage master, special or primary servicer, or (iii) such Rating Agency’s or NRSRO’s evaluation of Sellerthe Servicer’s servicing operations in general; provided, however, that Seller the Servicer shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2012-1), Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2012-1)

Rule 17g-5 Compliance. Seller American Pacific hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller American Pacific in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller American Pacific shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerAmerican Pacific, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller American Pacific or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerAmerican Pacific’s operations in general; provided, however, that Seller American Pacific shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2)

Rule 17g-5 Compliance. Seller Shore hereby agrees that it shall provide any information with respect to the Mortgage Loans or the origination thereof that it is reasonably requested to provide to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Shore in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Shore shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerShore, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Shore or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerShore’s operations in general; provided, however, that Seller Shore shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2)

Rule 17g-5 Compliance. Seller The Servicer hereby agrees that it shall provide information with respect to the servicing of the Mortgage Loans or by the origination thereof to Servicer requested by any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) to the Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”), via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-17” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller the Servicer in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller The Servicer shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement Assignment or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 13 prohibit or restrict oral or written communications, or providing information, between Sellerthe Servicer, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or the Servicer, (ii) such Rating Agency’s or NRSRO’s approval of the Servicer as a residential mortgage master, special or primary servicer, or (iii) such Rating Agency’s or NRSRO’s evaluation of Sellerthe Servicer’s servicing operations in general; provided, however, that Seller the Servicer shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2013-7), Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2013-7)

Rule 17g-5 Compliance. Seller Gxxxxx Mxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxrxxxxxxxxxxx@xxxx.xxx, with a subject reference of “SEMT 20122013-18” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Gxxxxx Mxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Gxxxxx Mxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerGxxxxx Mxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Gxxxxx Mxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s Gxxxxx Xxxxx’x operations in general; provided, however, that Seller Gxxxxx Mxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-8), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-8)

Rule 17g-5 Compliance. Seller PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxrmxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-16” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerPrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerPrimeLending’s operations in general; provided, however, that Seller PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-6), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-6)

Rule 17g-5 Compliance. Seller The Servicer hereby agrees that it shall provide information with respect to the servicing of the Mortgage Loans or by the origination thereof to Servicer requested by any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) to the Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”), via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller the Servicer in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller The Servicer shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement Assignment or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 12 prohibit or restrict oral or written communications, or providing information, between Sellerthe Servicer, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or the Servicer, (ii) such Rating Agency’s or NRSRO’s approval of the Servicer as a residential mortgage master, special or primary servicer, or (iii) such Rating Agency’s or NRSRO’s evaluation of Sellerthe Servicer’s servicing operations in general; provided, however, that Seller the Servicer shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2012-1), Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2012-1)

Rule 17g-5 Compliance. Seller Shore hereby agrees that it shall provide any information with respect to the Mortgage Loans or the origination thereof that it is reasonably requested to provide to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Shore in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Shore shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerShore, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Shore or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerShore’s operations in general; provided, however, that Seller Shore shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller The Servicer hereby agrees that it shall provide information with respect to the servicing of the Mortgage Loans or by the origination thereof to Servicer requested by any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) to the Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”), via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-14” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller the Servicer in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller The Servicer shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement Assignment or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 13 prohibit or restrict oral or written communications, or providing information, between Sellerthe Servicer, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or the Servicer, (ii) such Rating Agency’s or NRSRO’s approval of the Servicer as a residential mortgage master, special or primary servicer, or (iii) such Rating Agency’s or NRSRO’s evaluation of Sellerthe Servicer’s servicing operations in general; provided, however, that Seller the Servicer shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2012-4), Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2012-4)

Rule 17g-5 Compliance. Seller WX Xxxxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-16” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller WX Xxxxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller WX Xxxxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerWX Xxxxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller WX Xxxxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s WX Xxxxxxx’x operations in general; provided, however, that Seller WX Xxxxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-6), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-6)

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect (a) The Rule 17g-5 Information Provider shall, upon receipt of an NRSRO certification in the form of Exhibit O, make available on its Rule 17g-5 Website solely to the Mortgage Loans or the origination thereof Depositor, each Rating Agency and to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via NRSRO the following items, but only to the extent such items are delivered to it by electronic mail at to rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, specifically with a subject reference of “SEMT 20122013-16” and an identification of the type of information being provided in the body of such electronic mailnotice, or any other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial: (i) any Rating Agency Information provided to the Rule 17g-5 Information Provider in accordance with Sections 6.06, 6.07, 6.14, 9.01, 9.02, 11.03 and 11.12 of this Agreement, as well as reports prepared in accordance with Sections 6.21, 6.22, 6.23 and 6.24 (provided that the Rule 17g-5 Information Provider shall not be required to post to its Rule 17g-5 Website any such information previously posted to and available on the Securities Administrator’s website); (ii) any notice of any amendment that modifies the procedures herein relating to Exchange Act Rule 17g-5 pursuant to this Agreement; and (iii) a summary of any oral conversation with a Rating Agency regarding any Mortgage Loan, any Mortgaged Property or any REO Property, to the extent required to be provided pursuant to Rule 17g-5. The Securities Administratorforegoing information shall be made available by the Rule 17g-5 Information Provider on its Rule 17g-5 Website. Such information shall be posted to the Rule 17g-5 Website on the same Business Day as it is received, as provided that such information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m., on the initial next Business Day. The Rule 17g-5 Information Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is accurate, complete, conforms to the requirements of this Agreement, or otherwise is or is not anything other than what it purports to be. The Rule 17g-5 Information Provider shall not be deemed to have obtained actual knowledge of any information by virtue of the receipt and posting of such information to the Rule 17g-5 Website. Further, notwithstanding anything to the contrary herein, in the event the Depositor determines that any information previously posted to the Rule 17g-5 Website should not have been posted thereto pursuant to the terms of this Agreement, the Depositor shall direct the Rule 17g-5 Information Provider in writing to remove such information from the Rule 17g-5 Website, such written notice to specify the information to be so removed. The Rule 17g-5 Information Provider (i) shall have no obligation or duty to verify, confirm or otherwise determine the accuracy of the information contained in such written direction, (ii) shall be entitled to rely fully upon such written direction and (iii) shall not be held liable in connection with removing any such information from the Rule 17g-5 Website upon the receipt of such written direction. The Rule 17g-5 Information Provider”) Provider shall provide a mechanism to notify Seller in writing of any change in the identity or contact information of party that has submitted an NRSRO Certification each time the Rule 17g-5 Information ProviderProvider posts an additional document to the Rule 17g-5 Website. Seller shall have no liability for (i) In connection with providing access to the Rule 17g-5 Website, the Rule 17g-5 Information Provider’s failure to post Provider may require registration and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information provided by it in accordance with the terms of this Agreement Agreement, makes no representations or (ii) any malfunction warranties as to the accuracy or disabling completeness of the website maintained by the such information being made available, has no obligation to review such information, and assumes no responsibility for such information. The Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and Provider shall not be liable for its failure to make any information available to each Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) NRSROs unless such information has already been provided was delivered to the Rule 17g-5 Information ProviderProvider at the email address specified in writing to the Depositor, with a subject heading of “SEMT 2013-6” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5 Website. If any NRSRO that has previously submitted an NRSRO Certification and whose NRSRO Certification has been accepted, notifies the Rule 17g-5 Information Provider that it is unable to access information posted to the Rule 17g-5 Website and such access issue is determined to be the result of a problem with the Rule 17g-5 Website, if such access issue is not resolved within one Business Day of such determination, the Rule 17g-5 Information Provider shall so notify the Depositor. (b) Each of the Master Servicer and the Trustee hereby agrees that, except as otherwise expressly permitted herein, it shall not communicate with (including verbally) or provide information to a Rating Agency without the prior consent of and consultation with the Depositor, and that any permitted communication by it to a Rating Agency will be made by it only in the manner prescribed by the procedures established by the Depositor to ensure compliance with Rule 17g-5 under the Exchange Act, including to the extent set forth herein, providing any such communications to the Depositor for posting on the Rule 17g-5 Website pursuant to this Section 4.03 prior to communicating with such Rating Agency.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Sequoia Mortgage Trust 2013-6), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2013-6)

Rule 17g-5 Compliance. Seller WX Xxxxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-16” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller WX Xxxxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller WX Xxxxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerWX Xxxxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller WX Xxxxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s WX Xxxxxxx’x operations in general; provided, however, that Seller WX Xxxxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-6), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-6)

Rule 17g-5 Compliance. Seller Flagstar hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Flagstar in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Flagstar shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFlagstar, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Flagstar or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFlagstar’s operations in general; provided, however, that Seller Flagstar shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-1), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-1)

Rule 17g-5 Compliance. Seller Xxxxxx Xxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-17” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Xxxxxx Xxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Xxxxxx Xxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerXxxxxx Xxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Xxxxxx Xxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s Xxxxxx Xxxxx’x operations in general; provided, however, that Seller Xxxxxx Xxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-7), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-7)

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Purchase and Sale Agreement, Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-7)

Rule 17g-5 Compliance. Seller BOCM hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller BOCM in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller BOCM shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerBOCM, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller BOCM or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerBOCM’s operations in general; provided, however, that Seller BOCM shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller Sterling hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122011-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Sterling in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Sterling shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerSterling, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Sterling or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerSterling’s operations in general; provided, however, that Seller Sterling shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2011-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2011-2)

Rule 17g-5 Compliance. Seller Flagstar hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-16” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Flagstar in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Flagstar shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFlagstar, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Flagstar or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFlagstar’s operations in general; provided, however, that Seller Flagstar shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-6), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-6)

Rule 17g-5 Compliance. Seller GuardHill hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller GuardHill in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller GuardHill shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerGuardHill, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller GuardHill or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerGuardHill’s operations in general; provided, however, that Seller GuardHill shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-1), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-1)

Rule 17g-5 Compliance. Seller Flagstar hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Flagstar in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Flagstar shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFlagstar, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Flagstar or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFlagstar’s operations in general; provided, however, that Seller Flagstar shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-3)

Rule 17g-5 Compliance. Seller PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-17” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerPrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerPrimeLending’s operations in general; provided, however, that Seller PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-7), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-7)

Rule 17g-5 Compliance. Seller GuardHill hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller GuardHill in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller GuardHill shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerGuardHill, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller GuardHill or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerGuardHill’s operations in general; provided, however, that Seller GuardHill shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller Cxxx Xxxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-14” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Cxxx Xxxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Cxxx Xxxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerCxxx Xxxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Cxxx Xxxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s Cxxx Xxxxxx’x operations in general; provided, however, that Seller Cxxx Xxxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-4), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-4)

Rule 17g-5 Compliance. Seller PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-14” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerPrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerPrimeLending’s operations in general; provided, however, that Seller PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-4), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-4)

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect (a) The Rule 17g-5 Information Provider shall, upon receipt of an NRSRO certification in the form of Exhibit O, make available on its Rule 17g-5 Website solely to the Mortgage Loans or Depositor, the origination thereof Rating Agency and to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via NRSRO the following items, but only to the extent such items are delivered to it by electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxto xxxxxxxxxxxxxxxxxx@xxxx.xxx, specifically with a subject reference of “SEMT 20122011-1” and an identification of the type of information being provided in the body of such electronic mailnotice, or any other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial: (i) any Rating Agency Information provided to the Rule 17g-5 Information Provider in accordance with Sections 6.06, 6.07, 6.14, 9.01, 9.02, 11.03 and 11.12 of this Agreement, as well as reports prepared in accordance with Sections 6.21, 6.22, 6.23 and 6.24 (provided that the Rule 17g-5 Information Provider shall not be required to post to its Rule 17g-5 Website any such information previously posted to and available on the Securities Administrator’s website); (ii) any notice of any amendment that modifies the procedures herein relating to Exchange Act Rule 17g-5 pursuant to this Agreement; and (iii) a summary of any oral conversation with the Rating Agency regarding any Mortgage Loan, any Mortgaged Property or any REO Property, to the extent required to be provided pursuant to Rule 17g-5. The Securities Administratorforegoing information shall be made available by the Rule 17g-5 Information Provider on its Rule 17g-5 Website. Such information shall be posted to the Rule 17g-5 Website on the same Business Day as it is received, as provided that such information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m., on the initial next Business Day. The Rule 17g-5 Information Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is accurate, complete, conforms to the requirements of this Agreement, or otherwise is or is not anything other than what it purports to be. The Rule 17g-5 Information Provider shall not be deemed to have obtained actual knowledge of any information by virtue of the receipt and posting of such information to the Rule 17g-5 Website. Further, notwithstanding anything to the contrary herein, in the event the Depositor determines that any information previously posted to the Rule 17g-5 Website should not have been posted thereto pursuant to the terms of this Agreement, the Depositor shall direct the Rule 17g-5 Information Provider in writing to remove such information from the Rule 17g-5 Website, such written notice to specify the information to be so removed. The Rule 17g-5 Information Provider (i) shall have no obligation or duty to verify, confirm or otherwise determine the accuracy of the information contained in such written direction, (ii) shall be entitled to rely fully upon such written direction and (iii) shall not be held liable in connection with removing any such information from the Rule 17g-5 Website upon the receipt of such written direction. The Rule 17g-5 Information Provider”) Provider shall provide a mechanism to notify Seller in writing of any change in the identity or contact information of party that has submitted an NRSRO Certification each time the Rule 17g-5 Information ProviderProvider posts an additional document to the Rule 17g-5 Website. Seller shall have no liability for (i) In connection with providing access to the Rule 17g-5 Website, the Rule 17g-5 Information Provider’s failure to post Provider may require registration and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information provided by it in accordance with the terms of this Agreement Agreement, makes no representations or (ii) any malfunction warranties as to the accuracy or disabling completeness of the website maintained by the such information being made available, has no obligation to review such information, and assumes no responsibility for such information. The Rule 17g-5 Information Provider. None of Provider shall not be liable for its failure to make any information available to the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) unless such information has already been provided was delivered to the Rule 17g-5 Information ProviderProvider at the email address specified in writing to the Depositor, with a subject heading of “SEMT 2011-1” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5 Website. If any NRSRO that has previously submitted an NRSRO Certification and whose NRSRO Certification has been accepted, notifies the Rule 17g-5 Information Provider that it is unable to access information posted to the Rule 17g-5 Website and such access issue is determined to be the result of a problem with the Rule 17g-5 Website, if such access issue is not resolved within one Business Day of such determination, the Rule 17g-5 Information Provider shall so notify the Depositor. (b) Each of the Master Servicer, the Securities Administrator and the Trustee hereby agrees that, except as otherwise expressly permitted herein, it shall not communicate with (including verbally) or provide information to a Rating Agency without the prior consent of and consultation with the Depositor, and that any permitted communication by it to the Rating Agency will be made by it only in the manner prescribed by the procedures established by the Depositor to ensure compliance with Rule 17g-5 under the Exchange Act, including to the extent set forth herein, providing any such communications to the Depositor for posting on the Rule 17g-5 Website pursuant to this Section 4.03 prior to communicating with such Rating Agency.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Sequoia Mortgage Trust 2011-1), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2011-1)

Rule 17g-5 Compliance. Seller Xxxx Xxxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-17” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Xxxx Xxxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Xxxx Xxxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerXxxx Xxxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Xxxx Xxxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s Xxxx Xxxxxx’x operations in general; provided, however, that Seller Xxxx Xxxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-7), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-7)

Rule 17g-5 Compliance. Seller Shore hereby agrees that it shall provide any information with respect to the Mortgage Loans or the origination thereof that it is reasonably requested to provide to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-16” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Shore in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Shore shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerShore, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Shore or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerShore’s operations in general; provided, however, that Seller Shore shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-6), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-6)

Rule 17g-5 Compliance. Seller The Servicer hereby agrees that it shall provide information with respect to the servicing of the Mortgage Loans or by the origination thereof to Servicer requested by any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) to the Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”), via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-16” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller the Servicer in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller The Servicer shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement Assignment or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 13 prohibit or restrict oral or written communications, or providing information, between Sellerthe Servicer, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or the Servicer, (ii) such Rating Agency’s or NRSRO’s approval of the Servicer as a residential mortgage master, special or primary servicer, or (iii) such Rating Agency’s or NRSRO’s evaluation of Sellerthe Servicer’s servicing operations in general; provided, however, that Seller the Servicer shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2013-6), Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2013-6)

Rule 17g-5 Compliance. Seller GuardHill hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller GuardHill in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller GuardHill shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerGuardHill, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller GuardHill or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerGuardHill’s operations in general; provided, however, that Seller GuardHill shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2)

Rule 17g-5 Compliance. Seller Sterling hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Sterling in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Sterling shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerSterling, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Sterling or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerSterling’s operations in general; provided, however, that Seller Sterling shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-1), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-1)

Rule 17g-5 Compliance. Seller Fremont hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-16” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Fremont in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Fremont shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFremont , on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Fremont or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFremont’s operations in general; provided, however, that Seller Fremont shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-6), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-6)

Rule 17g-5 Compliance. Seller Flagstar hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-14” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Flagstar in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Flagstar shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFlagstar, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Flagstar or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFlagstar’s operations in general; provided, however, that Seller Flagstar shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-4), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-4)

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect (a) The Rule 17g-5 Information Provider shall, upon receipt of an NRSRO certification in the form of Exhibit O, make available on its Rule 17g-5 Website solely to the Mortgage Loans or the origination thereof Depositor, each Rating Agency and to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via NRSRO the following items, but only to the extent such items are delivered to it by electronic mail at to rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, specifically with a subject reference of “SEMT 20122013-14” and an identification of the type of information being provided in the body of such electronic mailnotice, or any other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial: (i) any Rating Agency Information provided to the Rule 17g-5 Information Provider in accordance with Sections 6.06, 6.07, 6.14, 9.01, 9.02, 11.03 and 11.12 of this Agreement, as well as reports prepared in accordance with Sections 6.21, 6.22, 6.23 and 6.24 (provided that the Rule 17g-5 Information Provider shall not be required to post to its Rule 17g-5 Website any such information previously posted to and available on the Securities Administrator’s website); (ii) any notice of any amendment that modifies the procedures herein relating to Exchange Act Rule 17g-5 pursuant to this Agreement; and (iii) a summary of any oral conversation with a Rating Agency regarding any Mortgage Loan, any Mortgaged Property or any REO Property, to the extent required to be provided pursuant to Rule 17g-5. The Securities Administratorforegoing information shall be made available by the Rule 17g-5 Information Provider on its Rule 17g-5 Website. Such information shall be posted to the Rule 17g-5 Website on the same Business Day as it is received, as provided that such information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m., on the initial next Business Day. The Rule 17g-5 Information Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is accurate, complete, conforms to the requirements of this Agreement, or otherwise is or is not anything other than what it purports to be. The Rule 17g-5 Information Provider shall not be deemed to have obtained actual knowledge of any information by virtue of the receipt and posting of such information to the Rule 17g-5 Website. Further, notwithstanding anything to the contrary herein, in the event the Depositor determines that any information previously posted to the Rule 17g-5 Website should not have been posted thereto pursuant to the terms of this Agreement, the Depositor shall direct the Rule 17g-5 Information Provider in writing to remove such information from the Rule 17g-5 Website, such written notice to specify the information to be so removed. The Rule 17g-5 Information Provider (i) shall have no obligation or duty to verify, confirm or otherwise determine the accuracy of the information contained in such written direction, (ii) shall be entitled to rely fully upon such written direction and (iii) shall not be held liable in connection with removing any such information from the Rule 17g-5 Website upon the receipt of such written direction. The Rule 17g-5 Information Provider”) Provider shall provide a mechanism to notify Seller in writing of any change in the identity or contact information of party that has submitted an NRSRO Certification each time the Rule 17g-5 Information ProviderProvider posts an additional document to the Rule 17g-5 Website. Seller shall have no liability for (i) In connection with providing access to the Rule 17g-5 Website, the Rule 17g-5 Information Provider’s failure to post Provider may require registration and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information provided by it in accordance with the terms of this Agreement Agreement, makes no representations or (ii) any malfunction warranties as to the accuracy or disabling completeness of the website maintained by the such information being made available, has no obligation to review such information, and assumes no responsibility for such information. The Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and Provider shall not be liable for its failure to make any information available to each Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) NRSROs unless such information has already been provided was delivered to the Rule 17g-5 Information ProviderProvider at the email address specified in writing to the Depositor, with a subject heading of “SEMT 2013-4” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5 Website. If any NRSRO that has previously submitted an NRSRO Certification and whose NRSRO Certification has been accepted, notifies the Rule 17g-5 Information Provider that it is unable to access information posted to the Rule 17g-5 Website and such access issue is determined to be the result of a problem with the Rule 17g-5 Website, if such access issue is not resolved within one Business Day of such determination, the Rule 17g-5 Information Provider shall so notify the Depositor. (b) Each of the Master Servicer and the Trustee hereby agrees that, except as otherwise expressly permitted herein, it shall not communicate with (including verbally) or provide information to a Rating Agency without the prior consent of and consultation with the Depositor, and that any permitted communication by it to a Rating Agency will be made by it only in the manner prescribed by the procedures established by the Depositor to ensure compliance with Rule 17g-5 under the Exchange Act, including to the extent set forth herein, providing any such communications to the Depositor for posting on the Rule 17g-5 Website pursuant to this Section 4.03 prior to communicating with such Rating Agency.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Sequoia Mortgage Trust 2013-4), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2013-4)

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Rule 17g-5 Compliance. Seller PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerPrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerPrimeLending’s operations in general; provided, however, that Seller PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-1), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-1)

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect (a) The Rule 17g-5 Information Provider shall, upon receipt of an NRSRO certification in the form of Exhibit O, make available on its Rule 17g-5 Website solely to the Mortgage Loans or the origination thereof Depositor, each Rating Agency and to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via NRSRO the following items, but only to the extent such items are delivered to it by electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxto rxxxxxxxxxxxxxxxxx@xxxx.xxx, specifically with a subject reference of “SEMT 20122013-18” and an identification of the type of information being provided in the body of such electronic mailnotice, or any other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial: (i) any Rating Agency Information provided to the Rule 17g-5 Information Provider in accordance with Sections 6.06, 6.07, 6.14, 9.01, 9.02, 11.03 and 11.12 of this Agreement, as well as reports prepared in accordance with Sections 6.21, 6.22, 6.23 and 6.24 (provided that the Rule 17g-5 Information Provider shall not be required to post to its Rule 17g-5 Website any such information previously posted to and available on the Securities Administrator’s website); (ii) any notice of any amendment that modifies the procedures herein relating to Exchange Act Rule 17g-5 pursuant to this Agreement; and (iii) a summary of any oral conversation with a Rating Agency regarding any Mortgage Loan, any Mortgaged Property or any REO Property, to the extent required to be provided pursuant to Rule 17g-5. The Securities Administratorforegoing information shall be made available by the Rule 17g-5 Information Provider on its Rule 17g-5 Website. Such information shall be posted to the Rule 17g-5 Website on the same Business Day as it is received, as provided that such information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m., on the initial next Business Day. The Rule 17g-5 Information Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is accurate, complete, conforms to the requirements of this Agreement, or otherwise is or is not anything other than what it purports to be. The Rule 17g-5 Information Provider shall not be deemed to have obtained actual knowledge of any information by virtue of the receipt and posting of such information to the Rule 17g-5 Website. Further, notwithstanding anything to the contrary herein, in the event the Depositor determines that any information previously posted to the Rule 17g-5 Website should not have been posted thereto pursuant to the terms of this Agreement, the Depositor shall direct the Rule 17g-5 Information Provider in writing to remove such information from the Rule 17g-5 Website, such written notice to specify the information to be so removed. The Rule 17g-5 Information Provider (i) shall have no obligation or duty to verify, confirm or otherwise determine the accuracy of the information contained in such written direction, (ii) shall be entitled to rely fully upon such written direction and (iii) shall not be held liable in connection with removing any such information from the Rule 17g-5 Website upon the receipt of such written direction. The Rule 17g-5 Information Provider”) Provider shall provide a mechanism to notify Seller in writing of any change in the identity or contact information of party that has submitted an NRSRO Certification each time the Rule 17g-5 Information ProviderProvider posts an additional document to the Rule 17g-5 Website. Seller shall have no liability for (i) In connection with providing access to the Rule 17g-5 Website, the Rule 17g-5 Information Provider’s failure to post Provider may require registration and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information provided by it in accordance with the terms of this Agreement Agreement, makes no representations or (ii) any malfunction warranties as to the accuracy or disabling completeness of the website maintained by the such information being made available, has no obligation to review such information, and assumes no responsibility for such information. The Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and Provider shall not be liable for its failure to make any information available to each Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) NRSROs unless such information has already been provided was delivered to the Rule 17g-5 Information ProviderProvider at the email address specified in writing to the Depositor, with a subject heading of “SEMT 2013-8” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5 Website. If any NRSRO that has previously submitted an NRSRO Certification and whose NRSRO Certification has been accepted, notifies the Rule 17g-5 Information Provider that it is unable to access information posted to the Rule 17g-5 Website and such access issue is determined to be the result of a problem with the Rule 17g-5 Website, if such access issue is not resolved within one Business Day of such determination, the Rule 17g-5 Information Provider shall so notify the Depositor. (b) Each of the Master Servicer, the Securities Administrator and the Trustee hereby agrees that, except as otherwise expressly permitted herein, it shall not communicate with (including verbally) or provide information to a Rating Agency regarding the Certificates (other than to indicate with respect to itself the aggregate principal balance of the Mortgage Loans in connection with describing the principal amount and number of mortgage loans for which it acts as servicer, securities administrator or trustee) without the prior consent of and consultation with the Depositor, and that any permitted communication by it to a Rating Agency will be made by it only in the manner prescribed by the procedures established by the Depositor to ensure compliance with Rule 17g-5 under the Exchange Act, including to the extent set forth herein, providing any such communications to the Depositor for posting on the Rule 17g-5 Website pursuant to this Section 4.03 prior to communicating with such Rating Agency.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Sequoia Mortgage Trust 2013-8), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2013-8)

Rule 17g-5 Compliance. Seller Sterling hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Sterling in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Sterling shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerSterling, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Sterling or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerSterling’s operations in general; provided, however, that Seller Sterling shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller Fremont hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Fremont in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Fremont shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFremont, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Fremont or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFremont’s operations in general; provided, however, that Seller Fremont shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-3)

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect (a) The Rule 17g-5 Information Provider shall, upon receipt of an NRSRO certification in the form of Exhibit O, make available on its Rule 17g-5 Website solely to the Mortgage Loans or the origination thereof Depositor, each Rating Agency and to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via NRSRO the following items, but only to the extent such items are delivered to it by electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxto xxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, specifically with a subject reference of “SEMT 2012-1” and an identification of the type of information being provided in the body of such electronic mailnotice, or any other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial, : (i) any Rating Agency Information provided to the Rule 17g-5 Information Provider in accordance with Sections 6.06, 6.07, 6.14, 9.01, 9.02, 11.03 and 11.12 of this Agreement, as well as reports prepared in accordance with Sections 6.21, 6.22, 6.23 and 6.24 (provided that the Rule 17g-5 Information Provider shall not be required to post to its Rule 17g-5 Website any such information previously posted to and available on the Securities Administrator’s website); (ii) any notice of any amendment that modifies the procedures herein relating to Exchange Act Rule 17g-5 pursuant to this Agreement; and (iii) a summary of any oral conversation with a Rating Agency regarding any Mortgage Loan, any Mortgaged Property or any REO Property, to the extent required to be provided pursuant to Rule 17g-5. The Securities Administratorforegoing information shall be made available by the Rule 17g-5 Information Provider on its Rule 17g-5 Website. Such information shall be posted to the Rule 17g-5 Website on the same Business Day as it is received, as provided that such information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m., on the initial next Business Day. The Rule 17g-5 Information Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is accurate, complete, conforms to the requirements of this Agreement, or otherwise is or is not anything other than what it purports to be. The Rule 17g-5 Information Provider shall not be deemed to have obtained actual knowledge of any information by virtue of the receipt and posting of such information to the Rule 17g-5 Website. Further, notwithstanding anything to the contrary herein, in the event the Depositor determines that any information previously posted to the Rule 17g-5 Website should not have been posted thereto pursuant to the terms of this Agreement, the Depositor shall direct the Rule 17g-5 Information Provider in writing to remove such information from the Rule 17g-5 Website, such written notice to specify the information to be so removed. The Rule 17g-5 Information Provider (i) shall have no obligation or duty to verify, confirm or otherwise determine the accuracy of the information contained in such written direction, (ii) shall be entitled to rely fully upon such written direction and (iii) shall not be held liable in connection with removing any such information from the Rule 17g-5 Website upon the receipt of such written direction. The Rule 17g-5 Information Provider”) Provider shall provide a mechanism to notify Seller in writing of any change in the identity or contact information of party that has submitted an NRSRO Certification each time the Rule 17g-5 Information ProviderProvider posts an additional document to the Rule 17g-5 Website. Seller shall have no liability for (i) In connection with providing access to the Rule 17g-5 Website, the Rule 17g-5 Information Provider’s failure to post Provider may require registration and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information provided by it in accordance with the terms of this Agreement Agreement, makes no representations or (ii) any malfunction warranties as to the accuracy or disabling completeness of the website maintained by the such information being made available, has no obligation to review such information, and assumes no responsibility for such information. The Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and Provider shall not be liable for its failure to make any information available to each Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) NRSROs unless such information has already been provided was delivered to the Rule 17g-5 Information ProviderProvider at the email address specified in writing to the Depositor, with a subject heading of “SEMT 2012-1” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5 Website. If any NRSRO that has previously submitted an NRSRO Certification and whose NRSRO Certification has been accepted, notifies the Rule 17g-5 Information Provider that it is unable to access information posted to the Rule 17g-5 Website and such access issue is determined to be the result of a problem with the Rule 17g-5 Website, if such access issue is not resolved within one Business Day of such determination, the Rule 17g-5 Information Provider shall so notify the Depositor. (b) Each of the Master Servicer and the Trustee hereby agrees that, except as otherwise expressly permitted herein, it shall not communicate with (including verbally) or provide information to a Rating Agency without the prior consent of and consultation with the Depositor, and that any permitted communication by it to a Rating Agency will be made by it only in the manner prescribed by the procedures established by the Depositor to ensure compliance with Rule 17g-5 under the Exchange Act, including to the extent set forth herein, providing any such communications to the Depositor for posting on the Rule 17g-5 Website pursuant to this Section 4.03 prior to communicating with such Rating Agency.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Sequoia Mortgage Trust 2012-1), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2012-1)

Rule 17g-5 Compliance. Seller Cherry Creek hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Cherry Creek in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Cherry Creek shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerCherry Creek, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Cherry Creek or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerCherry Creek’s operations in general; provided, however, that Seller Cherry Creek shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect (a) The Rule 17g-5 Information Provider shall, upon receipt of an NRSRO certification in the form of Exhibit O, make available on its Rule 17g-5 Website solely to the Mortgage Loans or the origination thereof Depositor, each Rating Agency and to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via NRSRO the following items, but only to the extent such items are delivered to it by electronic mail at to rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, specifically with a subject reference of “SEMT 20122013-13” and an identification of the type of information being provided in the body of such electronic mailnotice, or any other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial: (i) any Rating Agency Information provided to the Rule 17g-5 Information Provider in accordance with Sections 6.06, 6.07, 6.14, 9.01, 9.02, 11.03 and 11.12 of this Agreement, as well as reports prepared in accordance with Sections 6.21, 6.22, 6.23 and 6.24 (provided that the Rule 17g-5 Information Provider shall not be required to post to its Rule 17g-5 Website any such information previously posted to and available on the Securities Administrator’s website); (ii) any notice of any amendment that modifies the procedures herein relating to Exchange Act Rule 17g-5 pursuant to this Agreement; and (iii) a summary of any oral conversation with a Rating Agency regarding any Mortgage Loan, any Mortgaged Property or any REO Property, to the extent required to be provided pursuant to Rule 17g-5. The Securities Administratorforegoing information shall be made available by the Rule 17g-5 Information Provider on its Rule 17g-5 Website. Such information shall be posted to the Rule 17g-5 Website on the same Business Day as it is received, as provided that such information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m., on the initial next Business Day. The Rule 17g-5 Information Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is accurate, complete, conforms to the requirements of this Agreement, or otherwise is or is not anything other than what it purports to be. The Rule 17g-5 Information Provider shall not be deemed to have obtained actual knowledge of any information by virtue of the receipt and posting of such information to the Rule 17g-5 Website. Further, notwithstanding anything to the contrary herein, in the event the Depositor determines that any information previously posted to the Rule 17g-5 Website should not have been posted thereto pursuant to the terms of this Agreement, the Depositor shall direct the Rule 17g-5 Information Provider in writing to remove such information from the Rule 17g-5 Website, such written notice to specify the information to be so removed. The Rule 17g-5 Information Provider (i) shall have no obligation or duty to verify, confirm or otherwise determine the accuracy of the information contained in such written direction, (ii) shall be entitled to rely fully upon such written direction and (iii) shall not be held liable in connection with removing any such information from the Rule 17g-5 Website upon the receipt of such written direction. The Rule 17g-5 Information Provider”) Provider shall provide a mechanism to notify Seller in writing of any change in the identity or contact information of party that has submitted an NRSRO Certification each time the Rule 17g-5 Information ProviderProvider posts an additional document to the Rule 17g-5 Website. Seller shall have no liability for (i) In connection with providing access to the Rule 17g-5 Website, the Rule 17g-5 Information Provider’s failure to post Provider may require registration and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information provided by it in accordance with the terms of this Agreement Agreement, makes no representations or (ii) any malfunction warranties as to the accuracy or disabling completeness of the website maintained by the such information being made available, has no obligation to review such information, and assumes no responsibility for such information. The Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and Provider shall not be liable for its failure to make any information available to each Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) NRSROs unless such information has already been provided was delivered to the Rule 17g-5 Information ProviderProvider at the email address specified in writing to the Depositor, with a subject heading of “SEMT 2013-3” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5 Website. If any NRSRO that has previously submitted an NRSRO Certification and whose NRSRO Certification has been accepted, notifies the Rule 17g-5 Information Provider that it is unable to access information posted to the Rule 17g-5 Website and such access issue is determined to be the result of a problem with the Rule 17g-5 Website, if such access issue is not resolved within one Business Day of such determination, the Rule 17g-5 Information Provider shall so notify the Depositor. (b) Each of the Master Servicer and the Trustee hereby agrees that, except as otherwise expressly permitted herein, it shall not communicate with (including verbally) or provide information to a Rating Agency without the prior consent of and consultation with the Depositor, and that any permitted communication by it to a Rating Agency will be made by it only in the manner prescribed by the procedures established by the Depositor to ensure compliance with Rule 17g-5 under the Exchange Act, including to the extent set forth herein, providing any such communications to the Depositor for posting on the Rule 17g-5 Website pursuant to this Section 4.03 prior to communicating with such Rating Agency.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Sequoia Mortgage Trust 2013-3), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2013-3)

Rule 17g-5 Compliance. Seller The Bank hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination or servicing thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller the Bank in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller The Bank shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 26 prohibit or restrict oral or written communications, or providing information, between Sellerthe Bank, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or the Bank, (ii) such Rating Agency’s or NRSRO’s approval of the Bank as a residential mortgage master, special or primary servicer, or (iii) such Rating Agency’s or NRSRO’s evaluation of Sellerthe Bank’s servicing operations in general; provided, however, that Seller the Bank shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2012-1), Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2012-1)

Rule 17g-5 Compliance. Seller Benchmark hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Benchmark in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Benchmark shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerBenchmark, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Benchmark or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerBenchmark’s operations in general; provided, however, that Seller Benchmark shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2)

Rule 17g-5 Compliance. Seller Cxxx Xxxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Cxxx Xxxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Cxxx Xxxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerCxxx Xxxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Cxxx Xxxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s Cxxx Xxxxxx’x operations in general; provided, however, that Seller Cxxx Xxxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-1), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-1)

Rule 17g-5 Compliance. Seller Cornerstone hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Cornerstone in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Cornerstone shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerCornerstone, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Cornerstone or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerCornerstone’s operations in general; provided, however, that Seller Cornerstone shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller WX Xxxxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-17” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller WX Xxxxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller WX Xxxxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerWX Xxxxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller WX Xxxxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s WX Xxxxxxx’x operations in general; provided, however, that Seller WX Xxxxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-7), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-7)

Rule 17g-5 Compliance. Seller Flagstar hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Flagstar in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Flagstar shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFlagstar, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Flagstar or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFlagstar’s operations in general; provided, however, that Seller Flagstar shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2)

Rule 17g-5 Compliance. Seller Fremont hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-14” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Fremont in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Fremont shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFremont, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Fremont or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFremont’s operations in general; provided, however, that Seller Fremont shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-4), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-4)

Rule 17g-5 Compliance. Seller The Servicer hereby agrees that it shall provide information with respect to the servicing of the Mortgage Loans or by the origination thereof to Servicer requested by any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) to the Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”), via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller the Servicer in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller The Servicer shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement Assignment or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 12 prohibit or restrict oral or written communications, or providing information, between Sellerthe Servicer, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or the Servicer, (ii) such Rating Agency’s or NRSRO’s approval of the Servicer as a residential mortgage master, special or primary servicer, or (iii) such Rating Agency’s or NRSRO’s evaluation of Sellerthe Servicer’s servicing operations in general; provided, however, that Seller the Servicer shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2012-2), Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2012-2)

Rule 17g-5 Compliance. Seller PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerPrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerPrimeLending’s operations in general; provided, however, that Seller PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller Cxxx Xxxxxx hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxrxxxxxxxxxxx@xxxx.xxx, with a subject reference of “SEMT 20122013-18” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Cxxx Xxxxxx in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Cxxx Xxxxxx shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerCxxx Xxxxxx, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Cxxx Xxxxxx or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s Cxxx Xxxxxx’x operations in general; provided, however, that Seller Cxxx Xxxxxx shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-8), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-8)

Rule 17g-5 Compliance. Seller Wintrust hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Wintrust in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Wintrust shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerWintrust, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Wintrust or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerWintrust’s operations in general; provided, however, that Seller Wintrust shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-2)

Rule 17g-5 Compliance. Seller The Bank hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination or servicing thereof to requested by any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail to the Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”), at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122011-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller the Bank in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller The Bank shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 26 prohibit or restrict oral or written communications, or providing information, between Sellerthe Bank, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or the Bank, (ii) such Rating Agency’s or NRSRO’s approval of the Bank as a residential mortgage master, special or primary servicer, or (iii) such Rating Agency’s or NRSRO’s evaluation of Sellerthe Bank’s servicing operations in general; provided, however, that Seller the Bank shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2011-2), Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2011-2)

Rule 17g-5 Compliance. Seller Wintrust hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-14” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Wintrust in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Wintrust shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerWintrust, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Wintrust or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerWintrust’s operations in general; provided, however, that Seller Wintrust shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-4), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-4)

Rule 17g-5 Compliance. Seller The Servicer hereby agrees that it shall provide information with respect to the servicing of the Mortgage Loans or by the origination thereof to Servicer requested by any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) to the Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”), via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122011-12” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller the Servicer in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller The Servicer shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 12 prohibit or restrict oral or written communications, or providing information, between Sellerthe Servicer , on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or the Servicer, (ii) such Rating Agency’s or NRSRO’s approval of the Servicer as a residential mortgage master, special or primary servicer, or (iii) such Rating Agency’s or NRSRO’s evaluation of Sellerthe Servicer’s servicing operations in general; provided, however, that Seller the Servicer shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2011-2), Assignment, Assumption and Recognition Agreement (Sequoia Mortgage Trust 2011-2)

Rule 17g-5 Compliance. Seller PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxrxxxxxxxxxxx@xxxx.xxx, with a subject reference of “SEMT 20122013-18” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerPrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerPrimeLending’s operations in general; provided, however, that Seller PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 2 contracts

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-8), Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-8)

Rule 17g-5 Compliance. Seller Flagstar hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Flagstar in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Flagstar shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFlagstar, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Flagstar or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFlagstar’s operations in general; provided, however, that Seller Flagstar shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 1 contract

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-1)

Rule 17g-5 Compliance. Seller Fremont hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Fremont in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Fremont shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFremont, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Fremont or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFremont’s operations in general; provided, however, that Seller Fremont shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 1 contract

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect (a) The Rule 17g-5 Information Provider shall, upon receipt of an NRSRO Certification in the form of Exhibit I, make available on its Rule 17g-5 Website solely to the Mortgage Loans or the origination thereof Depositor, each Rating Agency and to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via NRSRO the following items, but only to the extent such items are delivered to it by electronic mail at (in a format suitable for posting to the Rule 17g-5 Website) to rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, specifically with a subject reference of “SEMT 2012Oaks Mortgage Trust Series 2015-12” and an identification of the type of information being provided in the body of such electronic mailnotice, or any other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial: (i) any Rating Agency Information provided to the Rule 17g-5 Information Provider in accordance with Sections 2.02, 6.06, 6.07, 6.14, 9.01, 11.03 and 11.12 of this Agreement, as well as reports prepared in accordance with Sections 9.11, 9.12 and 9.13 (provided that the Rule 17g-5 Information Provider shall not be required to post to its Rule 17g-5 Website any such information previously posted to and available on the Securities Administrator’s website); (ii) any notice of any amendment to the Exchange Act that modifies the procedures herein relating to Exchange Act Rule 17g-5 pursuant to this Agreement; and (iii) a summary of any oral conversation with a Rating Agency regarding any Mortgage Loan, any Mortgaged Property or any REO Property, to the extent required to be provided pursuant to Exchange Act Rule 17g-5. The Securities Administratorforegoing information shall be made available by the Rule 17g-5 Information Provider on its Rule 17g-5 Website. Such information shall be posted to the Rule 17g-5 Website on the same Business Day as it is received, as provided that such information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m., on the initial next Business Day. The Rule 17g-5 Information Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is accurate, complete, conforms to the requirements of this Agreement, or otherwise is or is not anything other than what it purports to be. The Rule 17g-5 Information Provider shall not be deemed to have obtained actual knowledge of any information by virtue of the receipt and posting of such information to the Rule 17g-5 Website. Further, notwithstanding anything to the contrary herein, in the event the Depositor determines that any information previously posted to the Rule 17g-5 Website should not have been posted thereto pursuant to the terms of this Agreement, the Depositor shall direct the Rule 17g-5 Information Provider in writing to remove such information from the Rule 17g-5 Website, such written notice to specify the information to be so removed. The Rule 17g-5 Information Provider (i) shall have no obligation or duty to verify, confirm or otherwise determine the accuracy of the information contained in such written direction, (ii) shall be entitled to rely fully upon such written direction and (iii) shall not be held liable in connection with removing any such information from the Rule 17g-5 Website upon the receipt of such written direction. The Rule 17g-5 Information Provider”) Provider shall provide a mechanism to notify Seller in writing of any change in the identity or contact information of party that has submitted an NRSRO Certification each time the Rule 17g-5 Information ProviderProvider posts an additional document to the Rule 17g-5 Website. Seller shall have no liability for (i) In connection with providing access to the Rule 17g-5 Website, the Rule 17g-5 Information Provider’s failure to post Provider may require registration and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information provided by it in accordance with the terms of this Agreement Agreement, makes no representations or (ii) any malfunction warranties as to the accuracy or disabling completeness of the website maintained by the such information being made available, has no obligation to review such information, and assumes no responsibility for such information. The Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and Provider shall not be liable for its failure to make any information available to each Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) NRSROs unless such information has already been provided was delivered to the Rule 17g-5 Information ProviderProvider at the email address specified in writing to the Depositor, with a subject heading of “ Oaks Mortgage Trust Series 2015-2” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5 Website. If any NRSRO that has previously submitted an NRSRO Certification and whose NRSRO Certification has been accepted, notifies the Rule 17g-5 Information Provider that it is unable to access information posted to the Rule 17g-5 Website and such access issue is determined to be the result of a problem with the Rule 17g-5 Website, if such access issue is not resolved within one Business Day of such determination, the Rule 17g-5 Information Provider shall so notify the Depositor. (b) Each of the Master Servicer and the Trustee hereby agrees that, except as otherwise expressly permitted herein, it shall not communicate with (including verbally) or provide information to a Rating Agency without the prior consent of and consultation with the Depositor, and that any permitted communication by it to a Rating Agency will be made by it only in the manner prescribed by the procedures established by the Depositor to ensure compliance with Exchange Act Rule 17g-5, including to the extent set forth herein, providing any such communications to the Depositor for posting on the Rule 17g-5 Website pursuant to this Section 4.03 prior to communicating with such Rating Agency.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Five Oaks Investment Corp.)

Rule 17g-5 Compliance. Seller Benchmark hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Benchmark in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Benchmark shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerBenchmark, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Benchmark or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerBenchmark’s operations in general; provided, however, that Seller Benchmark shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 1 contract

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller Flagstar hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Flagstar in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Flagstar shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFlagstar, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Flagstar or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFlagstar’s operations in general; provided, however, that Seller Flagstar shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 1 contract

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller Provident hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Provident in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Provident shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerProvident, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Provident or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerProvident’s operations in general; provided, however, that Seller Provident shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 1 contract

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller Fremont hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Fremont in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Fremont shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFremont, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Fremont or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFremont’s operations in general; provided, however, that Seller Fremont shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 1 contract

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect (a) The Rule 17g-5 Information Provider shall, upon receipt of an NRSRO Certification in the form of Exhibit I, make available on its Rule 17g-5 Website solely to the Mortgage Loans or the origination thereof Depositor, each Rating Agency and to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via NRSRO the following items, but only to the extent such items are delivered to it by electronic mail at (in a format suitable for posting to the Rule 17g-5 Website) to rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, specifically with a subject reference of “SEMT 2012Oaks Mortgage Trust Series 2015-1” and an identification of the type of information being provided in the body of such electronic mailnotice, or any other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial: (i) any Rating Agency Information provided to the Rule 17g-5 Information Provider in accordance with Sections 2.02, 6.06, 6.07, 6.14, 9.01, 11.03 and 11.12 of this Agreement, as well as reports prepared in accordance with Sections 9.11, 9.12 and 9.13 (provided that the Rule 17g-5 Information Provider shall not be required to post to its Rule 17g-5 Website any such information previously posted to and available on the Securities Administrator’s website); (ii) any notice of any amendment to the Exchange Act that modifies the procedures herein relating to Exchange Act Rule 17g-5 pursuant to this Agreement; and (iii) a summary of any oral conversation with a Rating Agency regarding any Mortgage Loan, any Mortgaged Property or any REO Property, to the extent required to be provided pursuant to Exchange Act Rule 17g-5. The Securities Administratorforegoing information shall be made available by the Rule 17g-5 Information Provider on its Rule 17g-5 Website. Such information shall be posted to the Rule 17g-5 Website on the same Business Day as it is received, as provided that such information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m., on the initial next Business Day. The Rule 17g-5 Information Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is accurate, complete, conforms to the requirements of this Agreement, or otherwise is or is not anything other than what it purports to be. The Rule 17g-5 Information Provider shall not be deemed to have obtained actual knowledge of any information by virtue of the receipt and posting of such information to the Rule 17g-5 Website. Further, notwithstanding anything to the contrary herein, in the event the Depositor determines that any information previously posted to the Rule 17g-5 Website should not have been posted thereto pursuant to the terms of this Agreement, the Depositor shall direct the Rule 17g-5 Information Provider in writing to remove such information from the Rule 17g-5 Website, such written notice to specify the information to be so removed. The Rule 17g-5 Information Provider (i) shall have no obligation or duty to verify, confirm or otherwise determine the accuracy of the information contained in such written direction, (ii) shall be entitled to rely fully upon such written direction and (iii) shall not be held liable in connection with removing any such information from the Rule 17g-5 Website upon the receipt of such written direction. The Rule 17g-5 Information Provider”) Provider shall provide a mechanism to notify Seller in writing of any change in the identity or contact information of party that has submitted an NRSRO Certification each time the Rule 17g-5 Information ProviderProvider posts an additional document to the Rule 17g-5 Website. Seller shall have no liability for (i) In connection with providing access to the Rule 17g-5 Website, the Rule 17g-5 Information Provider’s failure to post Provider may require registration and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information provided by it in accordance with the terms of this Agreement Agreement, makes no representations or (ii) any malfunction warranties as to the accuracy or disabling completeness of the website maintained by the such information being made available, has no obligation to review such information, and assumes no responsibility for such information. The Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and Provider shall not be liable for its failure to make any information available to each Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) NRSROs unless such information has already been provided was delivered to the Rule 17g-5 Information ProviderProvider at the email address specified in writing to the Depositor, with a subject heading of “ Oaks Mortgage Trust Series 2015-1” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5 Website. If any NRSRO that has previously submitted an NRSRO Certification and whose NRSRO Certification has been accepted, notifies the Rule 17g-5 Information Provider that it is unable to access information posted to the Rule 17g-5 Website and such access issue is determined to be the result of a problem with the Rule 17g-5 Website, if such access issue is not resolved within one Business Day of such determination, the Rule 17g-5 Information Provider shall so notify the Depositor. (b) Each of the Master Servicer and the Trustee hereby agrees that, except as otherwise expressly permitted herein, it shall not communicate with (including verbally) or provide information to a Rating Agency without the prior consent of and consultation with the Depositor, and that any permitted communication by it to a Rating Agency will be made by it only in the manner prescribed by the procedures established by the Depositor to ensure compliance with Exchange Act Rule 17g-5, including to the extent set forth herein, providing any such communications to the Depositor for posting on the Rule 17g-5 Website pursuant to this Section 4.03 prior to communicating with such Rating Agency.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Five Oaks Investment Corp.)

Rule 17g-5 Compliance. Seller Provident hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Provident in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Provident shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerProvident, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Provident or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerProvident’s operations in general; provided, however, that Seller Provident shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 1 contract

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller Flagstar hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Flagstar in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Flagstar shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFlagstar, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Flagstar or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFlagstar’s operations in general; provided, however, that Seller Flagstar shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 1 contract

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller Fremont hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Fremont in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Fremont shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerFremont, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Fremont or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerFremont’s operations in general; provided, however, that Seller Fremont shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 1 contract

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-1)

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect (a) The Rule 17g-5 Information Provider shall, upon receipt of an NRSRO certification in the form of Exhibit O, make available on its Rule 17g-5 Website solely to the Mortgage Loans or the origination thereof Depositor, each Rating Agency and to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via NRSRO the following items, but only to the extent such items are delivered to it by electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxto [ ], specifically with a subject reference of “SEMT 2012-120__-_” and an identification of the type of information being provided in the body of such electronic mailnotice, or any other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial: (i) any Rating Agency Information provided to the Rule 17g-5 Information Provider in accordance with Sections 6.06, 6.07, 6.14, 9.01, 9.02, 11.03 and 11.12 of this Agreement, as well as reports prepared in accordance with Sections 6.21, 6.22, 6.23 and 6.24 (provided that the Rule 17g-5 Information Provider shall not be required to post to its Rule 17g-5 Website any such information previously posted to and available on the Securities Administrator’s website); (ii) any notice of any amendment that modifies the procedures herein relating to Exchange Act Rule 17g-5 pursuant to this Agreement; and (iii) a summary of any oral conversation with a Rating Agency regarding any Mortgage Loan, any Mortgaged Property or any REO Property, to the extent required to be provided pursuant to Rule 17g-5. The Securities Administratorforegoing information shall be made available by the Rule 17g-5 Information Provider on its Rule 17g-5 Website. Such information shall be posted to the Rule 17g-5 Website on the same Business Day as it is received, as provided that such information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m., on the initial next Business Day. The Rule 17g-5 Information Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is accurate, complete, conforms to the requirements of this Agreement, or otherwise is or is not anything other than what it purports to be. The Rule 17g-5 Information Provider shall not be deemed to have obtained actual knowledge of any information by virtue of the receipt and posting of such information to the Rule 17g-5 Website. Further, notwithstanding anything to the contrary herein, in the event the Depositor determines that any information previously posted to the Rule 17g-5 Website should not have been posted thereto pursuant to the terms of this Agreement, the Depositor shall direct the Rule 17g-5 Information Provider in writing to remove such information from the Rule 17g-5 Website, such written notice to specify the information to be so removed. The Rule 17g-5 Information Provider (i) shall have no obligation or duty to verify, confirm or otherwise determine the accuracy of the information contained in such written direction, (ii) shall be entitled to rely fully upon such written direction and (iii) shall not be held liable in connection with removing any such information from the Rule 17g-5 Website upon the receipt of such written direction. The Rule 17g-5 Information Provider”) Provider shall provide a mechanism to notify Seller in writing of any change in the identity or contact information of party that has submitted an NRSRO Certification each time the Rule 17g-5 Information ProviderProvider posts an additional document to the Rule 17g-5 Website. Seller shall have no liability for (i) In connection with providing access to the Rule 17g-5 Website, the Rule 17g-5 Information Provider’s failure to post Provider may require registration and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information provided by it in accordance with the terms of this Agreement Agreement, makes no representations or (ii) any malfunction warranties as to the accuracy or disabling completeness of the website maintained by the such information being made available, has no obligation to review such information, and assumes no responsibility for such information. The Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and Provider shall not be liable for its failure to make any information available to each Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) NRSROs unless such information has already been provided was delivered to the Rule 17g-5 Information ProviderProvider at the email address specified in writing to the Depositor, with a subject heading of “SEMT 20__-_” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5 Website. If any NRSRO that has previously submitted an NRSRO Certification and whose NRSRO Certification has been accepted, notifies the Rule 17g-5 Information Provider that it is unable to access information posted to the Rule 17g-5 Website and such access issue is determined to be the result of a problem with the Rule 17g-5 Website, if such access issue is not resolved within one Business Day of such determination, the Rule 17g-5 Information Provider shall so notify the Depositor. (b) Each of the Master Servicer, the Securities Administrator and the Trustee hereby agrees that, except as otherwise expressly permitted herein, it shall not communicate with (including verbally) or provide information to a Rating Agency regarding the Certificates (other than to indicate with respect to itself the aggregate principal balance of the Mortgage Loans in connection with describing the principal amount and number of mortgage loans for which it acts as servicer, securities administrator or trustee) without the prior consent of and consultation with the Depositor, and that any permitted communication by it to a Rating Agency will be made by it only in the manner prescribed by the procedures established by the Depositor to ensure compliance with Rule 17g-5 under the Exchange Act, including to the extent set forth herein, providing any such communications to the Depositor for posting on the Rule 17g-5 Website pursuant to this Section 4.03 prior to communicating with such Rating Agency.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Sequoia Residential Funding Inc)

Rule 17g-5 Compliance. Seller Rockland hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Rockland in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Rockland shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerRockland, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Rockland or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerRockland’s operations in general; provided, however, that Seller Rockland shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 1 contract

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-1)

Rule 17g-5 Compliance. Seller PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 20122013-1” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 24 prohibit or restrict oral or written communications, or providing information, between SellerPrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerPrimeLending’s operations in general; provided, however, that Seller PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 1 contract

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2013-1)

Rule 17g-5 Compliance. Seller Wintrust hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Wintrust in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Wintrust shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerWintrust, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Wintrust or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerWintrust’s operations in general; provided, however, that Seller Wintrust shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 1 contract

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller Wintrust hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxxxxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, with a subject reference of “SEMT 2012-13” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Seller Wintrust in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Seller Wintrust shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between SellerWintrust, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller Wintrust or (ii) such Rating Agency’s or NRSRO’s evaluation of SellerWintrust’s operations in general; provided, however, that Seller Wintrust shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

Appears in 1 contract

Samples: Assignment of Representations and Warranties Agreement (Sequoia Mortgage Trust 2012-3)

Rule 17g-5 Compliance. Seller hereby agrees that it shall provide information with respect (a) The Rule 17g-5 Information Provider shall, upon receipt of an NRSRO Certification in the form of Exhibit L, make available on its Rule 17g-5 Website solely to the Mortgage Loans or the origination thereof Depositor, each Rating Agency and to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via NRSRO the following items, but only to the extent such items are delivered to it by electronic mail at to rxxx00x0xxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx, specifically with a subject reference of “SEMT 2012CSMC 2014-1OAK1” and an identification of the type of information being provided in the body of such electronic mailnotice, or any other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial; (i) any Rating Agency Information provided to the Rule 17g-5 Information Provider in accordance with Sections 6.06, 6.07, 6.14, 9.01, 12.03 and 12.12 of this Agreement, as well as reports prepared in accordance with Sections 6.22, 6.23 and 6.24 (provided that the Rule 17g-5 Information Provider shall not be required to post to its Rule 17g-5 Website any such information previously posted to and available on the Securities Administrator’s website); (ii) any notice of any amendment that modifies the procedures herein relating to Exchange Act Rule 17g-5 pursuant to this Agreement; and (iii) a summary of any oral conversation with a Rating Agency regarding any Mortgage Loan, any Mortgaged Property or any REO Property, to the extent required to be provided pursuant to Exchange Act Rule 17g-5. The Securities Administratorforegoing information shall be made available by the Rule 17g-5 Information Provider on its Rule 17g-5 Website. Such information shall be posted to the Rule 17g-5 Website on the same Business Day as it is received, as provided that such information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m., on the initial next Business Day. The Rule 17g-5 Information Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is accurate, complete, conforms to the requirements of this Agreement, or otherwise is or is not anything other than what it purports to be. The Rule 17g-5 Information Provider shall not be deemed to have obtained actual knowledge of any information by virtue of the receipt and posting of such information to the Rule 17g-5 Website. Further, notwithstanding anything to the contrary herein, in the event the Depositor determines that any information previously posted to the Rule 17g-5 Website should not have been posted thereto pursuant to the terms of this Agreement, the Depositor shall direct the Rule 17g-5 Information Provider in writing to remove such information from the Rule 17g-5 Website, such written notice to specify the information to be so removed. The Rule 17g-5 Information Provider (i) shall have no obligation or duty to verify, confirm or otherwise determine the accuracy of the information contained in such written direction, (ii) shall be entitled to rely fully upon such written direction and (iii) shall not be held liable in connection with removing any such information from the Rule 17g-5 Website upon the receipt of such written direction. The Rule 17g-5 Information Provider”) Provider shall provide a mechanism to notify Seller in writing of any change in the identity or contact information of party that has submitted an NRSRO Certification each time the Rule 17g-5 Information ProviderProvider posts an additional document to the Rule 17g-5 Website. Seller shall have no liability for (i) In connection with providing access to the Rule 17g-5 Website, the Rule 17g-5 Information Provider’s failure to post Provider may require registration and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information provided by it in accordance with the terms of this Agreement Agreement, makes no representations or (ii) any malfunction warranties as to the accuracy or disabling completeness of the website maintained by the such information being made available, has no obligation to review such information, and assumes no responsibility for such information. The Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Seller, on the one hand, and Provider shall not be liable for its failure to make any information available to each Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Seller or (ii) such Rating Agency’s or NRSRO’s evaluation of Seller’s operations in general; provided, however, that Seller shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) NRSROs unless such information has already been provided was delivered to the Rule 17g-5 Information ProviderProvider at the email address specified in writing to the Depositor, with a subject heading of “CSMC 2014-OAK1” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5 Website. If any NRSRO that has previously submitted an NRSRO Certification and whose NRSRO Certification has been accepted, notifies the Rule 17g-5 Information Provider that it is unable to access information posted to the Rule 17g-5 Website and such access issue is determined to be the result of a problem with the Rule 17g-5 Website, if such access issue is not resolved within one Business Day of such determination, the Rule 17g-5 Information Provider shall so notify the Depositor. (b) Each of the Master Servicer, the Seller and the Trustee hereby agrees that, except as otherwise expressly permitted herein, it shall not communicate with (including verbally) or provide information to a Rating Agency without the prior consent of and consultation with the Depositor, and that any permitted communication by it to a Rating Agency will be made by it only in the manner prescribed by the procedures established by the Depositor to ensure compliance with Rule 17g-5 under the Exchange Act, including to the extent set forth herein, providing any such communications to the Depositor for posting on the Rule 17g-5 Website pursuant to this Section 4.03 prior to communicating with such Rating Agency.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Five Oaks Investment Corp.)

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