Common use of Standards of Operations; Separateness of the Issuer and the Depositor Clause in Contracts

Standards of Operations; Separateness of the Issuer and the Depositor. The operations of the Issuer shall be conducted in accordance with the following standards: (a) Except as otherwise expressly provided in the Basic Documents, neither the Depositor nor any other holder of a Certificate shall have any authority to act for, or to assume any obligation or responsibility on behalf of, the Issuer. (b) The Issuer shall keep correct and complete books and records of the accounts and minutes of the meetings and other proceedings of the Issuer and any agents, separate from those of the Depositor or any subsidiary, affiliate or separate account of either. Any such resolutions, agreements and other instruments shall be continuously maintained as official records by the Issuer. (c) Subject to Sections 2.05 and 2.07, each of the Depositor and the Issuer shall provide for its own operating expenses and liabilities from its own funds. General overhead and administrative expenses of the Issuer shall not be charged or otherwise allocated to the Depositor (except indirectly, insofar as the Depositor owns any of the Certificates), and such expenses of the Depositor shall not be charged or otherwise allocated to the Issuer. (d) The Issuer shall conduct its business under names or trade names so as not to mislead others as to the identity of the Issuer. Without limiting the generality of the foregoing, all oral and written communications, including letters, invoices, contracts, statements and applications, shall be made solely in the name of the Issuer (or addressed to the Issuer, as applicable) if related to the Issuer. The Depositor and the Issuer each shall have separate stationery, checks, invoices and other business forms. (e) The Issuer shall be adequately capitalized for the conduct of its business and in light of its purposes. (f) There shall be no guarantees made by the Issuer with respect to obligations of the Depositor. There shall not be any indebtedness among the Issuer and the Depositor. The Issuer shall not hold itself out to be responsible for the debts and obligations of the Depositor or any other entity. (g) The Issuer shall maintain its assets in such a manner that it shall not be costly or difficult to ascertain or otherwise identify its individual assets and liabilities from those of any other entity. In that regard, the Issuer shall not commingle its assets with those of any other entity. The Issuer shall maintain its financial and accounting books and records separate from those of any other entity. Except as expressly set forth herein, the Issuer shall not pay the indebtedness, operating expenses and liabilities of any other entity. The Issuer shall maintain appropriate minutes or other records of all appropriate actions and shall maintain its office separate from the offices of the Depositor and the Servicer. (h) The Issuer shall not commingle or pool its funds or other assets with those of the Depositor or any other entity and shall not maintain any joint bank accounts with the Depositor. (i) The Issuer shall act solely in its name and through its or the Owner Trustee’s duly authorized officers or agents in the conduct of its business and enter into transactions and agreements with the Depositor solely on an arm’s-length basis. The Issuer shall not (i) operate or purport to operate as an integrated, single economic unit with respect to the Depositor or any other entity, (ii) seek or obtain credit or incur any obligation to any third party based upon the assets of the Depositor or any other entity or (iii) induce any such third party to reasonably rely on the creditworthiness of the Depositor or any other affiliated or unaffiliated entity. The Issuer shall correct any known misunderstanding or misrepresentation with respect to its separate identity. (j) The Depositor shall maintain an office separate from that of the Issuer. Such business office may be a separately allocated and identifiable office space within the business offices of the other, provided that the name of the Depositor and the Issuer is posted upon the directory of organizations occupying such building. Each of the Depositor and the Issuer shall maintain a telephone number that is different from that of each other such party. (k) The Issuer shall not incur any debt or other obligations other than that contemplated herein or in the Issuer Basic Documents. (l) The Issuer shall not merge with or assent to its acquisition by or of another entity without the prior satisfaction of the Rating Agency Condition. (m) Notwithstanding anything to the contrary in this Agreement, the Issuer shall comply with its obligations and responsibilities under the Basic Documents and will not do any act in contravention of the Basic Documents.

Standards of Operations; Separateness of the Issuer and the Depositor. The operations of the Issuer shall be conducted in accordance with the following standards: (a) Except as otherwise expressly provided in the Basic Documents, neither the Depositor nor any other holder of a Certificateholder or Certificate Owner shall have any authority to act for, or to assume any obligation or responsibility on behalf of, the Issuer. (b) The Issuer shall keep correct and complete books and records of the accounts and minutes of the meetings and other proceedings of the Issuer and any agents, separate from those of the Depositor or any subsidiary, affiliate Affiliate or separate account of either. Any such resolutions, agreements and other instruments shall be continuously maintained as official records by the Issuer. (c) Subject to Sections 2.05 and 2.07, each of the Depositor and the Issuer shall provide for its own operating expenses and liabilities from its own funds. General overhead and administrative expenses of the Issuer shall not be charged or otherwise allocated to the Depositor (except indirectly, insofar as the Depositor owns any of the Certificates), and such expenses of the Depositor shall not be charged or otherwise allocated to the Issuer. (d) The Issuer shall conduct its business under names or trade names so as not to mislead others as to the identity of the Issuer. Without limiting the generality of the foregoing, all oral and written communications, including letters, invoices, contracts, statements and applications, shall be made solely in the name of the Issuer (or addressed to the Issuer, as applicable) if related to the Issuer. The Depositor and the Issuer each shall have separate stationery, checks, invoices and other business forms. (e) The Issuer shall be adequately capitalized for the conduct of its business and in light of its purposes. (f) There shall be no guarantees made by the Issuer with respect to obligations of the Depositor. There shall not be any indebtedness among between the Issuer and the Depositor. The Issuer shall not guarantee any obligations of the Depositor or hold itself out to be responsible for the debts and obligations of the Depositor or any other entity. (g) The Issuer shall maintain its assets in such a manner that it shall not be costly or difficult to ascertain or otherwise identify its individual assets and liabilities from those of any other entity. In that regard, the Issuer shall not commingle its assets with those of any other entity. The Issuer shall maintain its financial and accounting books and records separate from those of any other entity. Except as expressly set forth herein, the Issuer shall not pay the indebtedness, operating expenses and liabilities of any other entity. The Issuer shall maintain appropriate minutes or other records of all appropriate actions and shall maintain its office separate from the offices of the Depositor and the Servicer. (h) The Issuer shall not commingle or pool its funds or other assets with those of the Depositor or any other entity and shall not maintain any joint bank accounts with the Depositor. (i) The Issuer shall act solely in its name and through its or the Owner Trustee’s duly authorized officers or agents in the conduct of its business and enter into transactions and agreements with the Depositor solely on an arm’s-length basis. The Issuer shall not (i) operate or purport to operate as an integrated, single economic unit with respect to the Depositor or any other entity, (ii) seek or obtain credit or incur any obligation to any third party based upon the assets of the Depositor or any other entity or (iii) induce any such third party to reasonably rely on the creditworthiness of the Depositor or any other affiliated or unaffiliated entity. The Issuer shall correct any known misunderstanding or misrepresentation with respect to its separate identity. (j) The Depositor shall maintain an office separate from that of the Issuer. Such business office may be a separately allocated and identifiable office space within the business offices of the other, provided that the name of the Depositor and the Issuer is posted upon the directory of organizations occupying such building. Each of the Depositor and the Issuer shall maintain a telephone number that is different from that of each other such party. (k) The Issuer shall not incur any debt or other obligations other than that contemplated herein or in the other Issuer Basic Documents. (l) The Issuer shall not merge with or assent to its acquisition by or of another entity without the prior satisfaction of the Rating Agency Condition. (m) Notwithstanding anything to the contrary in this Agreement, the Issuer shall comply with its obligations and responsibilities under the Basic Documents under, and will not do any act in contravention of of, the Basic Documents.

Standards of Operations; Separateness of the Issuer and the Depositor. The operations of the Issuer shall be conducted in accordance with the following standards: (a) Except as otherwise expressly provided in the Basic Documents, neither the Depositor nor any other holder of a Certificate shall have any authority to act for, or to assume any obligation or responsibility on behalf of, the Issuer. (b) The Issuer shall keep correct and complete books and records of the accounts and minutes of the meetings and other proceedings of the Issuer and any agents, separate from those of the Depositor or any subsidiary, affiliate or separate account of either. Any such resolutions, agreements and other instruments shall be continuously maintained as official records by the Issuer. (c) Subject to Sections 2.05 and 2.07, each of the Depositor and the Issuer shall provide for its own operating expenses and liabilities from its own funds. General overhead and administrative expenses of the Issuer shall not be charged or otherwise allocated to the Depositor (except indirectly, insofar as the Depositor owns any of the Certificates), ) and such expenses of the Depositor shall not be charged or otherwise allocated to the Issuer. (d) The Issuer shall conduct its business under names or trade names so as not to mislead others as to the identity of the Issuer. Without limiting the generality of the foregoing, all oral and written communications, including letters, invoices, contracts, statements and applications, shall be made solely in the name of the Issuer (or addressed to the Issuer, as applicable) if related to the Issuer. The Depositor and the Issuer each shall have separate stationery, checks, invoices and other business forms. (e) The Issuer shall be adequately capitalized for the conduct of its business and in light of its purposes. (f) There shall be no guarantees made by the Issuer with respect to obligations of the Depositor. There shall not be any indebtedness among the Issuer and the Depositor. The Issuer shall not hold itself out to be responsible for the debts and obligations of the Depositor or any other entity. (g) The Issuer shall maintain its assets in such a manner that it shall not be costly or difficult to ascertain or otherwise identify its individual assets and liabilities from those of any other entity. In that regard, the Issuer shall not commingle its assets with those of any other entity. The Issuer shall maintain its financial and accounting books and records separate from those of any other entity. Except as expressly set forth herein, the Issuer shall not pay the indebtedness, operating expenses and liabilities of any other entity. The Issuer shall maintain appropriate minutes or other records of all appropriate actions and shall maintain its office separate from the offices of the Depositor and the Servicer. (h) The Issuer shall not commingle or pool its funds or other assets with those of the Depositor or any other entity and shall not maintain any joint bank accounts with the Depositor. (i) The Issuer shall act solely in its name and through its or the Owner Trustee’s duly authorized officers or agents in the conduct of its business and enter into transactions and agreements with the Depositor solely on an arm’s-arm’s length basis. The Issuer shall not not: (i) operate or purport to operate as an integrated, single economic unit with respect to the Depositor or any other entity, ; (ii) seek or obtain credit or incur any obligation to any third party based upon the assets of the Depositor or any other entity entity; or (iii) induce any such third party to reasonably rely on the creditworthiness of the Depositor or any other affiliated or unaffiliated entity. The Issuer shall correct any known misunderstanding or misrepresentation with respect to its separate identity. (j) The Depositor shall maintain an office separate from that of the Issuer. Such business office may be a separately allocated and identifiable office space within the business offices of the other, provided that the name of the Depositor and the Issuer is posted upon the directory of organizations occupying such building. Each of the Depositor and the Issuer shall maintain a telephone number that is different from that of each other such party. (k) The Issuer shall not incur any debt or other obligations other than that contemplated herein or in the Issuer Basic Documents. (l) The Issuer shall not merge with or assent to its acquisition by or of another entity without the prior satisfaction of the Rating Agency Condition. (m) Notwithstanding anything to the contrary in this Agreement, the Issuer shall comply with its obligations and responsibilities under the Basic Documents and will not do any act in contravention of the Basic Documents.

Standards of Operations; Separateness of the Issuer and the Depositor. The operations of the Issuer shall be conducted in accordance with the following standards: (a) Except as otherwise expressly provided in the Basic Documents, neither the Depositor nor any other holder of a Certificate shall have any authority to act for, or to assume any obligation or responsibility on behalf of, the Issuer. (b) The Issuer shall keep correct and complete books and records of the accounts and minutes of the meetings and other proceedings of the Issuer and any agents, separate from those of the Depositor or any subsidiary, affiliate or separate account of either. Any such resolutions, agreements and other instruments shall be continuously maintained as official records by the Issuer. (c) Subject to Sections 2.05 and 2.07, each of the Depositor and the Issuer shall provide for its own operating expenses and liabilities from its own funds. General overhead and administrative expenses of the Issuer shall not be charged or otherwise allocated to the Depositor (except indirectly, insofar as the Depositor owns any of the Certificates), and such expenses of the Depositor shall not be charged or otherwise allocated to the Issuer. (d) The Issuer shall conduct its business under names or trade names so as not to mislead others as to the identity of the Issuer. Without limiting the generality of the foregoing, all oral and written communications, including letters, invoices, contracts, statements and applications, shall be made solely in the name of the Issuer (or addressed to the Issuer, as applicable) if related to the Issuer. The Depositor and the Issuer each shall have separate stationery, checks, invoices and other business forms. (e) The Issuer shall be adequately capitalized for the conduct of its business and in light of its purposes. (f) There shall be no guarantees made by the Issuer with respect to obligations of the Depositor. There shall not be any indebtedness among the Issuer and the Depositor. The Issuer shall not hold itself out to be responsible for the debts and obligations of the Depositor or any other entity. (g) The Issuer shall maintain its assets in such a manner that it shall not be costly or difficult to ascertain or otherwise identify its individual assets and liabilities from those of any other entity. In that regard, the Issuer shall not commingle its assets with those of any other entity. The Issuer shall maintain its financial and accounting books and records separate from those of any other entity. Except as expressly set forth herein, the Issuer shall not pay the indebtedness, operating expenses and liabilities of any other entity. The Issuer shall maintain appropriate minutes or other records of all appropriate actions and shall maintain its office separate from the offices of the Depositor and the Servicer. (h) The Issuer shall not commingle or pool its funds or other assets with those of the Depositor or any other entity and shall not maintain any joint bank accounts with the Depositor. (i) The Issuer shall act solely in its name and through its or the Owner Trustee’s duly authorized officers or agents in the conduct of its business and enter into transactions and agreements with the Depositor solely on an arm’s-arm’s length basis. The Issuer shall not not: (i) operate or purport to operate as an integrated, single economic unit with respect to the Depositor or any other entity, ; (ii) seek or obtain credit or incur any obligation to any third party based upon the assets of the Depositor or any other entity entity; or (iii) induce any such third party to reasonably rely on the creditworthiness of the Depositor or any other affiliated or unaffiliated entity. The Issuer shall correct any known misunderstanding or misrepresentation with respect to its separate identity. (j) The Depositor shall maintain an office separate from that of the Issuer. Such business office may be a separately allocated and identifiable office space within the business offices of the other, provided that the name of the Depositor and the Issuer is posted upon the directory of organizations occupying such building. Each of the Depositor and the Issuer shall maintain a telephone number that is different from that of each other such party. (k) The Issuer shall not incur any debt or other obligations other than that contemplated herein or in the Issuer Basic Documents. (l) The Issuer shall not merge with or assent to its acquisition by or of another entity without the prior satisfaction of the Rating Agency Condition. (m) Notwithstanding anything to the contrary in this Agreement, the Issuer shall comply with its obligations and responsibilities under the Basic Documents and will not do any act in contravention of the Basic Documents.

Standards of Operations; Separateness of the Issuer and the Depositor. The operations of the Issuer shall be conducted in accordance with the following standards: (a) Except as otherwise expressly provided in the Basic Documents, neither the Depositor nor any other holder of a Certificate shall have any authority to act for, or to assume any obligation or responsibility on behalf of, the Issuer. (b) The Issuer shall keep correct and complete books and records of the accounts and minutes of the meetings and other proceedings of the Issuer and any agents, separate from those of the Depositor or any subsidiary, affiliate or separate account of either. Any such resolutions, agreements and other instruments shall be continuously maintained as official records by the Issuer. (c) Subject to Sections 2.05 2.5 and 2.072.7, each of the Depositor and the Issuer shall provide for its own operating expenses and liabilities from its own funds. General overhead and administrative expenses of the Issuer shall not be charged or otherwise allocated to the Depositor (except indirectly, insofar as the Depositor owns any of the Certificates), ) and such expenses of the Depositor shall not be charged or otherwise allocated to the Issuer. (d) The Issuer shall conduct its business under names or trade names so as not to mislead others as to the identity of the Issuer. Without limiting the generality of the foregoing, all oral and written communications, including letters, invoices, contracts, statements and applications, shall be made solely in the name of the Issuer (or addressed to the Issuer, as applicable) if related to the Issuer. The Depositor and the Issuer each shall have separate stationery, checks, invoices and other business forms. (e) The Issuer shall be adequately capitalized for the conduct of its business and in light of its purposes. (f) There shall be no guarantees made by the Issuer with respect to obligations of the Depositor. There shall not be any indebtedness among the Issuer and the Depositor. The Issuer shall not hold itself out to be responsible for the debts and obligations of the Depositor or any other entity. (g) The Issuer shall maintain its assets in such a manner that it shall not be costly or difficult to ascertain or otherwise identify its individual assets and liabilities from those of any other entity. In that regard, the Issuer shall not commingle its assets with those of any other entity. The Issuer shall maintain its financial and accounting books and records separate from those of any other entity. Except as expressly set forth herein, the Issuer shall not pay the indebtedness, operating expenses and liabilities of any other entity. The Issuer shall maintain appropriate minutes or other records of all appropriate actions and shall maintain its office separate from the offices of the Depositor and the Servicer. (h) The Issuer shall not commingle or pool its funds or other assets with those of the Depositor or any other entity and shall not maintain any joint bank accounts with the Depositor. (i) The Issuer shall act solely in its name and through its or the Owner Trustee’s duly authorized officers or agents in the conduct of its business and enter into transactions and agreements with the Depositor solely on an arm’s-arm’s length basis. The Issuer shall not not: (i) operate or purport to operate as an integrated, single economic unit with respect to the Depositor or any other entity, ; (ii) seek or obtain credit or incur any obligation to any third party based upon the assets of the Depositor or any other entity entity; or (iii) induce any such third party to reasonably rely on the creditworthiness of the Depositor or any other affiliated or unaffiliated entity. The Issuer shall correct any known misunderstanding or misrepresentation with respect to its separate identity. (j) The Depositor shall maintain an office separate from that of the Issuer. Such business office may be a separately allocated and identifiable office space within the business offices of any of the otherothers, provided that the name of the Depositor and the Issuer is posted upon the directory of organizations occupying such building. Each of the Depositor and the Issuer shall maintain a telephone number that is different from that of each other such party. (k) The Issuer shall not incur any debt or other obligations other than that contemplated herein or in the Issuer Basic Documents. (l) The Issuer shall not merge with or assent to its acquisition by or of another entity without the prior satisfaction of the Rating Agency Condition. (m) Notwithstanding anything to the contrary in this Agreement, the Issuer shall comply with its obligations and responsibilities under the Basic Documents and will not do any act in contravention of the Basic Documents.

Standards of Operations; Separateness of the Issuer and the Depositor. The operations of the Issuer shall be conducted in accordance with the following standards: (a) Except as otherwise expressly provided in the Basic Documents, neither the Depositor nor any other holder of a Certificate shall have any authority to act for, or to assume any obligation or responsibility on behalf of, the Issuer. (b) The Issuer shall keep correct and complete books and records of the accounts and minutes of the meetings and other proceedings of the Issuer and any agents, separate from those of the Depositor or any subsidiary, affiliate or separate account of either. Any such resolutions, agreements and other instruments shall be continuously maintained as official records by the Issuer. (c) Subject to Sections 2.05 and 2.07, each of the Depositor and the Issuer shall provide for its own operating expenses and liabilities from its own funds. General overhead and administrative expenses of the Issuer shall not be charged or otherwise allocated to the Depositor (except indirectly, insofar as the Depositor owns any of the Certificates), ) and such expenses of the Depositor shall not be charged or otherwise allocated to the Issuer. (d) The Issuer shall conduct its business under names or trade names so as not to mislead others as to the identity of the Issuer. Without limiting the generality of the foregoing, all oral and written communications, including letters, invoices, contracts, statements and applications, shall be made solely in the name of the Issuer (or addressed to the Issuer, as applicable) if related to the Issuer. The Depositor and the Issuer each shall have separate stationery, checks, invoices and other business forms. (e) The Issuer shall be adequately capitalized for the conduct of its business and in light of its purposes. (f) There shall be no guarantees made by the Issuer with respect to obligations of the Depositor. There shall not be any indebtedness among the Issuer and the Depositor. The Issuer shall not hold itself out to be responsible for the debts and obligations of the Depositor or any other entity. (g) The Issuer shall maintain its assets in such a manner that it shall not be costly or difficult to ascertain or otherwise identify its individual assets and liabilities from those of any other entity. In that regard, the Issuer shall not commingle its assets with those of any other entity. The Issuer shall maintain its financial and accounting books and records separate from those of any other entity. Except as expressly set forth herein, the Issuer shall not pay the indebtedness, operating expenses and liabilities of any other entity. The Issuer shall maintain appropriate minutes or other records of all appropriate actions and shall maintain its office separate from the offices of the Depositor and the Servicer. (h) The Issuer shall not commingle or pool its funds or other assets with those of the Depositor or any other entity and shall not maintain any joint bank accounts with the Depositor. (i) The Issuer shall act solely in its name and through its or the Owner Trustee’s duly authorized officers or agents in the conduct of its business and enter into transactions and agreements with the Depositor solely on an arm’s-arm’s length basis. The Issuer shall not not: (i) operate or purport to operate as an integrated, single economic unit with respect to the Depositor or any other entity, ; (ii) seek or obtain credit or incur any obligation to any third party based upon the assets of the Depositor or any other entity entity; or (iii) induce any such third party to reasonably rely on the creditworthiness of the Depositor or any other affiliated or unaffiliated entity. The Issuer shall correct any known misunderstanding or misrepresentation with respect to its separate identity. (j) The Depositor shall maintain an office separate from that of the Issuer. Such business office may be a separately allocated and identifiable office space within the business offices of any of the otherothers, provided that the name of the Depositor and the Issuer is posted upon the directory of organizations occupying such building. Each of the Depositor and the Issuer shall maintain a telephone number that is different from that of each other such party. (k) The Issuer shall not incur any debt or other obligations other than that contemplated herein or in the Issuer Basic Documents. (l) The Issuer shall not merge with or assent to its acquisition by or of another entity without the prior satisfaction of the Rating Agency Condition. (m) Notwithstanding anything to the contrary in this Agreement, the Issuer shall comply with its obligations and responsibilities under the Basic Documents and will not do any act in contravention of the Basic Documents.

Standards of Operations; Separateness of the Issuer and the Depositor. The operations of the Issuer shall be conducted in accordance with the following standards: (a) Except as otherwise expressly provided in the Basic Documents, neither the Depositor nor any other holder of a Certificate shall have any authority to act for, or to assume any obligation or responsibility on behalf of, the Issuer. (b) The Issuer shall keep correct and complete books and records of the accounts and minutes of the meetings and other proceedings of the Issuer and any agents, separate from those of the Depositor or any subsidiary, affiliate or separate account of either. Any such resolutions, agreements and other instruments shall be continuously maintained as official records by the Issuer. (c) Subject to Sections 2.05 2.5 and 2.072.7, each of the Depositor and the Issuer shall provide for its own operating expenses and liabilities from its own funds. General overhead and administrative expenses of the Issuer shall not be charged or otherwise allocated to the Depositor (except indirectly, insofar as the Depositor owns any of the Certificates), ) and such expenses of the Depositor shall not be charged or otherwise allocated to the Issuer. (d) The Issuer shall conduct its business under names or trade names so as not to mislead others as to the identity of the Issuer. Without limiting the generality of the foregoing, all oral and written communications, including letters, invoices, contracts, statements and applications, shall be made solely in the name of the Issuer (or addressed to the Issuer, as applicable) if related to the Issuer. The Depositor and the Issuer each shall have separate stationery, checks, invoices and other business forms. (e) The Issuer shall be adequately capitalized for the conduct of its business and in light of its purposes. (f) There shall be no guarantees made by the Issuer with respect to obligations of the Depositor. There shall not be any indebtedness among the Issuer and the Depositor. The Issuer shall not hold itself out to be responsible for the debts and obligations of the Depositor or any other entity. (g) The Issuer shall maintain its assets in such a manner that it shall not be costly or difficult to ascertain or otherwise identify its individual assets and liabilities from those of any other entity. In that regard, the Issuer shall not commingle its assets with those of any other entity. The Issuer shall maintain its financial and accounting books and records separate from those of any other entity. Except as expressly set forth herein, the Issuer shall not pay the indebtedness, operating expenses and liabilities of any other entity. The Issuer shall maintain appropriate minutes or other records of all appropriate actions and shall maintain its office separate from the offices of the Depositor and the Servicer. (h) The Issuer shall not commingle or pool its funds or other assets with those of the Depositor or any other entity and shall not maintain any joint bank accounts with the Depositor. (i) The Issuer shall act solely in its name and through its or the Owner Trustee’s duly authorized officers or agents in the conduct of its business and enter into transactions and agreements with the Depositor solely on an arm’s-length basis. The Issuer shall not (i) operate or purport to operate as an integrated, single economic unit with respect to the Depositor or any other entity, (ii) seek or obtain credit or incur any obligation to any third party based upon the assets of the Depositor or any other entity or (iii) induce any such third party to reasonably rely on the creditworthiness of the Depositor or any other affiliated or unaffiliated entity. The Issuer shall correct any known misunderstanding or misrepresentation with respect to its separate identity. (j) The Depositor shall maintain an office separate from that of the Issuer. Such business office may be a separately allocated and identifiable office space within the business offices of the other, provided that the name of the Depositor and the Issuer is posted upon the directory of organizations occupying such building. Each of the Depositor and the Issuer shall maintain a telephone number that is different from that of each other such party. (k) The Issuer shall not incur any debt or other obligations other than that contemplated herein or in the Issuer Basic Documents. (l) The Issuer shall not merge with or assent to its acquisition by or of another entity without the prior satisfaction of the Rating Agency Condition. (m) Notwithstanding anything to the contrary in this Agreement, the Issuer shall comply with its obligations and responsibilities under the Basic Documents and will not do any act in contravention of the Basic Documents.the

Standards of Operations; Separateness of the Issuer and the Depositor. The operations of the Issuer shall be conducted in accordance with the following standards: (a) Except as otherwise expressly provided in the Basic Documents, neither the Depositor nor any other holder of a Certificate shall have any authority to act for, or to assume any obligation or responsibility on behalf of, the Issuer. (b) The Issuer shall keep correct and complete books and records of the accounts and minutes of the meetings and other proceedings of the Issuer and any agents, separate from those of the Depositor or any subsidiary, affiliate or separate account of either. Any such resolutions, agreements and other instruments shall be continuously maintained as official records by the Issuer. (c) Subject to Sections 2.05 and 2.07, each of the Depositor and the Issuer shall provide for its own operating expenses and liabilities from its own funds. General overhead and administrative expenses of the Issuer shall not be charged or otherwise allocated to the Depositor (except indirectly, insofar as the Depositor owns any of the Certificates), and such expenses of the Depositor shall not be charged or otherwise allocated to the Issuer. (d) The Issuer shall conduct its business under names or trade names so as not to mislead others as to the identity of the Issuer. Without limiting the generality of the foregoing, all oral and written communications, including letters, invoices, contracts, statements and applications, shall be made solely in the name of the Issuer (or addressed to the Issuer, as applicable) if related to the Issuer. The Depositor and the Issuer each shall have separate stationery, checks, invoices and other business forms. (e) The Issuer shall be adequately capitalized for the conduct of its business and in light of its purposes.. 16 (f) There shall be no guarantees made by the Issuer with respect to obligations of the Depositor. There shall not be any indebtedness among the Issuer and the Depositor. The Issuer shall not hold itself out to be responsible for the debts and obligations of the Depositor or any other entity. (g) The Issuer shall maintain its assets in such a manner that it shall not be costly or difficult to ascertain or otherwise identify its individual assets and liabilities from those of any other entity. In that regard, the Issuer shall not commingle its assets with those of any other entity. The Issuer shall maintain its financial and accounting books and records separate from those of any other entity. Except as expressly set forth herein, the Issuer shall not pay the indebtedness, operating expenses and liabilities of any other entity. The Issuer shall maintain appropriate minutes or other records of all appropriate actions and shall maintain its office separate from the offices of the Depositor and the Servicer. (h) The Issuer shall not commingle or pool its funds or other assets with those of the Depositor or any other entity and shall not maintain any joint bank accounts with the Depositor. (i) The Issuer shall act solely in its name and through its or the Owner Trustee’s duly authorized officers or agents in the conduct of its business and enter into transactions and agreements with the Depositor solely on an arm’s-length basis. The Issuer shall not (i) operate or purport to operate as an integrated, single economic unit with respect to the Depositor or any other entity, (ii) seek or obtain credit or incur any obligation to any third party based upon the assets of the Depositor or any other entity or (iii) induce any such third party to reasonably rely on the creditworthiness of the Depositor or any other affiliated or unaffiliated entity. The Issuer shall correct any known misunderstanding or misrepresentation with respect to its separate identity. (j) The Depositor shall maintain an office separate from that of the Issuer. Such business office may be a separately allocated and identifiable office space within the business offices of the other, provided that the name of the Depositor and the Issuer is posted upon the directory of organizations occupying such building. Each of the Depositor and the Issuer shall maintain a telephone number that is different from that of each other such party. (k) The Issuer shall not incur any debt or other obligations other than that contemplated herein or in the Issuer Basic Documents. (l) The Issuer shall not merge with or assent to its acquisition by or of another entity without the prior satisfaction of the Rating Agency Condition. (m) Notwithstanding anything to the contrary in this Agreement, the Issuer shall comply with its obligations and responsibilities under the Basic Documents and will not do any act in contravention of the Basic Documents.