Common use of Statements Clause in Contracts

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Renaissance Mort Acc Corp Renaissance Home Eq Ln Tr 2004 1), Pooling and Servicing Agreement (Delta Financial Corp)

Statements. (a) Not later than 1:00 p.m., New York time, on Tenant shall furnish or cause to be furnished the fifth Business Day prior following to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereofLandlord: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; On or before twenty-five (ii25) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar month the following items as they pertain to Tenant: (A) an occupancy report for the subject month, including an average daily rate and revenue per available room for the subject month, and (B) monthly and year-to-date operating statements prepared for each calendar month, noting gross revenue, net revenue, operating expenses and operating income, and other information reasonably necessary and sufficient to fairly represent the financial position and results of operations of Tenant during such calendar month, and containing a comparison of budgeted income and expenses and the actual income and expenses. (ii) As to CEOC: (a) annual financial statements audited by CEOC’s Accountant in accordance with GAAP covering such Fiscal Year and containing statement of profit and loss, a balance sheet, and statement of cash flows for CEOC, together with (1) a report thereon by such Accountant which report shall be unqualified as to scope of audit of CEOC and its Subsidiaries and shall provide in substance that (A) such Financial Statements present fairly the consolidated financial position of CEOC and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP and (B) that the audit by such Accountant in connection with such Financial Statements has been made in accordance with GAAP and (2) a certificate, executed by the chief financial officer or treasurer of CEOC certifying that no Tenant Event of Default has occurred or, if a Tenant Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto, all of which shall be provided within ninety (90) days after the end of each Fiscal Year (commencing with the Fiscal Year ending December 31, 2017) but if Guarantor is not a reporting company under the Exchange Act, in no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-K filing deadline; (b) quarterly unaudited financial statements, consisting of a statement of profit and loss, a balance sheet, and statement of cash flows for CEOC, together with a certificate, executed by the chief financial officer or treasurer of CEOC (A) certifying that no Tenant Event of Default has occurred or, if a Tenant Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto, and (B) certifying that such Financial Statements fairly present, in all material respects, the Trustee financial position and results of operations of CEOC and its Subsidiaries on a consolidated basis in accordance with GAAP (subject to normal year-end audit adjustments and the absence of footnotes), all of which shall furnish to be provided (x) within sixty (60) days after the end of each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to first three (3) Fiscal Quarters of each Fiscal Year (commencing with the extent that substantially comparable information shall be prepared and furnished by Fiscal Quarter ending March 31, 2018) but if Guarantor is not a reporting company under the Trustee to Certificateholders pursuant to any requirements of the Code as are Exchange Act, in force from time to time.no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-Q filing deadline; and (c) On each Distribution Datesuch additional information and unaudited quarterly financial information concerning the Leased Property and Tenant, which information shall be limited to balance sheets, income statements, and statements of cash flow, as Landlord, PropCo 1, PropCo or Landlord REIT may require for any ongoing filings with or reports to (i) the Trustee shall make available SEC under both the Securities Act and the Exchange Act, including, but not limited to 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord, PropCo 1, PropCo or Landlord REIT during the Class R Certificateholders in Term of this Lease, (ii) the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates Internal Revenue Service (including in respect of such Distribution Date Landlord REIT’s qualification as a REIT) and a statement setting forth the amounts actually distributed (iii) any other federal, state or local regulatory agency with jurisdiction over Landlord, PropCo 1, PropCo or Landlord REIT, in each case of clause (i), (ii) and (iii), subject to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriateSection 23.1(c) below. (diii) As to ERI: (a) annual financial statements audited by ERI’s Accountant in accordance with GAAP covering such Fiscal Year and containing statement of profit and loss, a balance sheet, and statement of cash flows for ERI, including the report thereon by such Accountant which shall be unqualified as to scope of audit of ERI and its Subsidiaries and shall provide in substance that (a) such consolidated financial statements present fairly the consolidated financial position of ERI and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP and (b) that the audit by ERI’s Accountant in connection with such Financial Statements has been made in accordance with GAAP, which shall be provided within ninety (90) days after the end of each Fiscal Year (commencing with the Fiscal Year ending December 31, 2017) but if Guarantor is not a reporting company under the Exchange Act, in no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-K filing deadline; (b) quarterly unaudited financial statements, consisting of a statement of profit and loss, a balance sheet, and statement of cash flows for ERI, together with a certificate, executed by the chief financial officer or treasurer of ERI certifying that such Financial Statements fairly present, in all material respects, the financial position and results of operations of ERI and its Subsidiaries on a consolidated basis in accordance with GAAP (subject to normal year-end audit adjustments and the absence of footnotes) which shall be provided within sixty (60) days after the end of each of the first three (3) Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending September 30, 2017) but if Guarantor is not a reporting company under the Exchange Act, in no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-Q filing deadline; and (c) such additional information and unaudited quarterly financial information concerning the Leased Property and Tenant, which information shall be limited to balance sheets, income statements, and statements of cash flow, as Landlord, PropCo 1, PropCo or Landlord REIT may require for any ongoing filings with or reports to (i) the SEC under both the Securities Act and the Exchange Act, including, but not limited to 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord, PropCo 1, PropCo or Landlord REIT during the Term of this Lease, (ii) the Internal Revenue Service (including in respect of Landlord REIT’s qualification as a REIT) and (iii) any other federal, state or local regulatory agency with jurisdiction over Landlord, PropCo 1, PropCo or Landlord REIT subject to Section 23.1(c) below; (iv) As soon as it is prepared and in no event later than sixty (60) days after the end of each Fiscal Year, a statement of Net Revenue with respect to the Facility with respect to such Fiscal Year (subject to the additional requirements as provided in Section 3.2 hereof in respect of the periodic determination of the Variable Rent hereunder); (v) Prompt Notice to Landlord of any action, proposal or investigation by any agency or entity, or complaint to such agency or entity (any of which is called a “Proceeding”), known to Tenant, the result of which Proceeding would reasonably be expected to be to revoke or suspend or terminate or modify in a way adverse to Tenant, or fail to renew or fully continue in effect, (x) any Gaming License, or (y) any other license or certificate or operating authority pursuant to which Tenant carries on any part of the Primary Intended Use of all or any portion of the Leased Property which, in any case under this clause (y) (individually or collectively), would be reasonably expected to cause a material adverse effect on Tenant or in respect of the Facility (and, without limitation, Tenant shall (A) keep Landlord apprised of (1) the status of any annual or other periodic Gaming License renewals, and (2) the status of non-routine matters before any applicable gaming authorities, and (B) promptly deliver to Landlord copies of any and all non-routine notices received (or sent) by Tenant from (or to) any Gaming Authorities); (vi) Within a reasonable period of time ten (10) Business Days after the end of each calendar yearmonth, a schedule containing any additions to or retirements of any fixed assets constituting Leased Property, describing such assets in summary form, their location, historical cost, the Trustee shall deliver amount of depreciation and any improvements thereto, substantially in the form attached hereto as Exhibit D, and such additional customary and reasonable financial information with respect to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information fixed assets constituting Leased Property as is reasonably necessary requested by Landlord, it being understood that Tenant may classify any asset additions in accordance with the fixed asset methodology for propco-opco separation used as of the Commencement Date; (vii) Within three (3) Business Days of obtaining actual knowledge of the occurrence of a Tenant Event of Default (or of the occurrence of any facts or circumstances which, with the giving of notice or the passage of time would ripen into a Tenant Event of Default and that (individually or collectively would be reasonably expected to provide result in a material adverse effect on Tenant or in respect of the Facility), a written notice to Landlord regarding the same, which notice shall include a detailed description of the Tenant Event of Default (or such Person a statement containing facts or circumstances) and the actions Tenant has taken or shall take, if any, to remedy such Tenant Event of Default (or such facts or circumstances); (viii) Such additional customary and reasonable financial information provided related to the Facility, Tenant, CEOC, ERI and their Affiliates which shall be limited to balance sheets and income statements (and, without limitation, all information concerning Tenant, CEOC, ERI and any of their Affiliates, respectively, or the Facility or the business of Tenant conducted thereat required pursuant to the previous paragraph aggregated for such calendar year or Fee Mortgage Documents, within the applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writingtimeframes required thereunder), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, in each case as shall may be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided required by and in accordance with such applicable instructions and directions (if requested in writing) any Fee Mortgagee as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except an Additional Fee Mortgagee Requirement hereunder to the extent required by law or Section 31.3; (ix) The compliance certificates, as and when required pursuant to Section 4.3; (x) The Annual Capital Budget as and when required in Section 10.5; (xi) The monthly revenue and Capital Expenditure reporting required pursuant to Section 10.5(b); (xii) Together with the monthly reporting required pursuant to the Rating Agencies. No Person entitled preceding clause (xi), an updated rent roll and a summary of all leasing activity then taking place at the Facility; (xiii) Operating budget for Tenant for each Fiscal Year, which shall be delivered to receive Landlord no later than fifty-five (55) days following the commencement of the Fiscal Year to which such operating budget relates; (xiv) Within five (5) Business Days after request (or as soon thereafter as may be reasonably possible), such further detailed information reasonably available to Tenant with respect to Tenant as may be reasonably requested by Landlord; (xv) The quarterly reporting in respect of Bookings required pursuant to Section 22.7 of this Lease; (xvi) The reporting/copies of such reports Subleases made by Tenant in accordance with Section 22.3; (xvii) Any notices or diskettes reporting required pursuant to Article XXXII hereof or files or lists otherwise pursuant to any other provision of Certificateholders shall use the this Lease; and (xviii) The monthly reporting required pursuant to Section 4.1 hereof; (xix) Semi-annual property-level betting & gaming revenue information therein for the purpose of soliciting the customers received pursuant to Section 10.2 of the Seller MTSA by Tenant, ERI or any direct or indirect subsidiary of ERI to the extent relevant to the calculation of Net Revenues hereunder, in each case within fifteen (15) days of the receipt thereof; and (xx) On an annual basis, a detailed reconciliation of the financial information being provided to Landlord pursuant to clause (xix) above (the “WH Net Revenue”) and the Net Revenue statements that Tenant is providing to Landlord pursuant to clause (iv) above, which reconciliation shows how the Net Revenue contained in the WH Net Revenue is being reflected in the Net Revenue statements delivered pursuant to clause (iv) above. The Financial Statements provided pursuant to Section 23.1(b)(iii) shall be prepared in compliance with applicable federal securities laws, including Regulation S-X (and for any other purpose except as set forth prior periods required thereunder), if and to the extent such compliance with federal securities laws, including Regulation S-X (and for any prior periods required thereunder), is required to enable Landlord, PropCo 1, PropCo or Landlord REIT to (x) file such Financial Statements with the SEC if and to the extent that Landlord, PropCo 1, PropCo or Landlord REIT is required to file such Financial Statements with the SEC pursuant to Legal Requirements or (y) include such Financial Statements in this Agreementan offering document if and to the extent that Landlord, PropCo 1, PropCo or Landlord REIT is reasonably requested or required to include such Financial Statements in any offering document in connection with a financing contemplated by and to the extent required by Section 23.2(b).

Appears in 2 contracts

Sources: Lease Amendment (Caesars Entertainment, Inc.), Lease (Vici Properties Inc.)

Statements. Tenant shall furnish or cause to be furnished the following to Landlord: (i) As to SPE Tenant: (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses Within ninety (i90) through (xxvi) below as of days after the end of each Fiscal Year (commencing with the preceding Prepayment Period or Due PeriodFiscal Year ending December 31, as applicable2017), but if Guarantor is not a reporting company under the Exchange Act, in no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-K filing deadline, annual financial statements audited by an Accountant in accordance with GAAP covering such Fiscal Year and containing statement of profit and loss, a balance sheet, and statement of cash flows for SPE Tenant, plus a calculation of EBITDAR for such other information as Fiscal Year; and (b) within sixty (60) days after the Trustee shall reasonably requireend of each of the first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 31, 2018), but if Guarantor is not a reporting company under the Exchange Act, in no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-Q filing deadline, SPE Tenant’s quarterly unaudited financial statements, consisting of a statement of profit and loss, a balance sheet, and the Seller hereby agrees to provide the Trustee statement of cash flows, plus a calculation of EBITDAR for such Fiscal Quarter and the Servicer applicable prior year Fiscal Quarter, in each case, to the extent required as an Additional Fee Mortgagee Requirement, together with an amended Prepayment Charge Schedulea certificate, executed by the chief financial officer or treasurer of SPE Tenant, certifying that such financial statements fairly present, in all material respects, the financial position and results of operations of SPE Tenant and its Subsidiaries on a consolidated basis in accordance with GAAP (subject, in the case of quarterly financial statements, to normal year-end audit adjustments and the absence of footnotes); (ii) As to CEOC: (A) annual financial statements audited by CEOC’s Accountant in accordance with GAAP covering such Fiscal Year and containing statement of profit and loss, a balance sheet, and statement of cash flows for CEOC, together with (1) a report thereon by such Accountant which report shall be unqualified as to scope of audit of CEOC and its Subsidiaries and shall provide in substance that (A) such Financial Statements present fairly the consolidated financial position of CEOC and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP and (B) that the audit by such Accountant in connection with such Financial Statements has been made in accordance with GAAP and (2) a certificate, executed by the chief financial officer or treasurer of CEOC certifying that no Tenant Event of Default has occurred or, if requireda Tenant Event of Default has occurred, at such time. Not specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto, all of which shall be provided within ninety (90) days after the end of each Fiscal Year (commencing with the Fiscal Year ending December 31, 2017) but if Guarantor is not a reporting company under the Exchange Act, in no event later than each Distribution Date the Trustee shall prepare five (5) Business Days before Landlord REIT’s applicable Form 10-K filing deadline; (B) quarterly unaudited financial statements, consisting of a statement of profit and loss, a balance sheet, and statement of cash flows for CEOC, together with a certificate, executed by the chief financial officer or treasurer of CEOC (A) certifying that no Tenant Event of Default has occurred or, if a Tenant Event of Default has occurred, specifying the “Remittance Report”) containing the information set forth below nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto, and (B) certifying that such Financial Statements fairly present, in all material respects, the financial position and results of operations of CEOC and its Subsidiaries on a consolidated basis in accordance with GAAP (subject to normal year-end audit adjustments and the absence of footnotes), all of which shall be provided (x) within sixty (60) days after the end of each of the first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 31, 2018) but if Guarantor is not a reporting company under the Exchange Act, in no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-Q filing deadline; and (C) such Distribution Dateadditional information and unaudited quarterly financial information concerning the Leased Property and Tenant, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: limited to balance sheets, income statements, and statements of cash flow, as Landlord, PropCo 1, PropCo or Landlord REIT may require for any ongoing filings with or reports to (i) Available Funds the SEC under both the Securities Act and the Certificate Rate for each Class for Exchange Act, including, but not limited to 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord, PropCo 1, PropCo or Landlord REIT during the related Distribution Date; Term of this Lease, (ii) the aggregate amount Internal Revenue Service (including in respect of Landlord REIT’s qualification as a “real estate investment trust” (within the meaning of Section 856(a) of the distribution Code)) and (iii) any other federal, state or local regulatory agency with jurisdiction over Landlord, PropCo 1, PropCo or Landlord REIT, in each case of clause (i), (ii) and (iii), subject to each Class of Certificates on such Distribution DateSection 23.1(c) below; (iii) As to CEC: (A) annual financial statements audited by CEC’s Accountant in accordance with GAAP covering such Fiscal Year and containing statement of profit and loss, a balance sheet, and statement of cash flows for CEC, including the amount report thereon by such Accountant which shall be unqualified as to scope of audit of CEC and its Subsidiaries and shall provide in substance that (a) such consolidated financial statements present fairly the consolidated financial position of CEC and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP and (b) that the audit by CEC’s Accountant in connection with such Financial Statements has been made in accordance with GAAP, which shall be provided within ninety (90) days after the end of each Fiscal Year (commencing with the Fiscal Year ending December 31, 2017) but if Guarantor is not a reporting company under the Exchange Act, in no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-K filing deadline; (B) quarterly unaudited financial statements, consisting of a statement of profit and loss, a balance sheet, and statement of cash flows for CEC, together with a certificate, executed by the chief financial officer or treasurer of CEC certifying that such Financial Statements fairly present, in all material respects, the financial position and results of operations of CEC and its Subsidiaries on a consolidated basis in accordance with GAAP (subject to normal year-end audit adjustments and the absence of footnotes) which shall be provided within sixty (60) days after the end of each of the distribution set forth first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending September 30, 2017) but if Guarantor is not a reporting company under the Exchange Act, in paragraph no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-Q filing deadline; (C) such additional information and unaudited quarterly financial information concerning the Leased Property and Tenant, which information shall be limited to balance sheets, income statements, and statements of cash flow, as Landlord, PropCo 1, PropCo or Landlord REIT may require for any ongoing filings with or reports to (i) above the SEC under both the Securities Act and the Exchange Act, including, but not limited to 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord, PropCo 1, PropCo or Landlord REIT during the Term of this Lease, (ii) the Internal Revenue Service (including in respect of interest Landlord REIT’s qualification as a “real estate investment trust” (within the meaning of Section 856(a) of the Code)) and the amount thereof in respect of (iii) any Class Interest Carryover Shortfallother federal, and the amount of any Class Interest Carryover Shortfall remainingstate or local regulatory agency with jurisdiction over Landlord, PropCo 1, PropCo or Landlord REIT subject to Section 23.1(c) below; (iv) As soon as it is prepared and in no event later than sixty (60) days after the amount end of each Fiscal Year, a statement of Net Revenue with respect to the distribution set forth Facility with respect to the prior Lease Year (subject to the additional requirements as provided in paragraph (i) above in respect of principal and the amount thereof Section 3.2 hereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfallperiodic determination of the Variable Rent hereunder); (v) Prompt Notice to Landlord of any action, proposal or investigation by any agency or entity, or complaint to such agency or entity (any of which is called a “Proceeding”), known to Tenant, the amount result of Excess Interest paid as principalwhich Proceeding would reasonably be expected to be to revoke or suspend or terminate or modify in a way adverse to Tenant, or fail to renew or fully continue in effect, (x) any Gaming License, or (y) any other license or certificate or operating authority pursuant to which Tenant carries on any part of the Primary Intended Use of all or any portion of the Leased Property which, in any case under this clause (y) (individually or collectively), would be reasonably expected to cause a material adverse effect on Tenant or in respect of the Facility (and, without limitation, Tenant shall (A) keep Landlord apprised of (1) the status of any annual or other periodic Gaming License renewals, and (2) the status of non-routine matters before any applicable gaming authorities, and (B) promptly deliver to Landlord copies of any and all non-routine notices received (or sent) by Tenant (or Manager) from (or to) any Gaming Authorities); (vi) the Servicing Fee and the Trustee Fee Within ten (including the separate amounts payable to each of the Trustee and its Custodian); (vii10) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time Business Days after the end of each calendar yearmonth, a schedule containing any additions to or retirements of any fixed assets constituting Leased Property, describing such assets in summary form, their location, historical cost, the Trustee shall furnish amount of depreciation and any improvements thereto, substantially in the form attached hereto as Exhibit D, and such additional customary and reasonable financial information with respect to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information fixed assets constituting Leased Property as is reasonably necessary requested by Landlord, it being understood that Tenant may classify any asset additions in accordance with the fixed asset methodology for propco-opco separation used as of the Commencement Date; (vii) Within three (3) Business Days of obtaining actual knowledge of the occurrence of a Tenant Event of Default (or of the occurrence of any facts or circumstances which, with the giving of notice or the passage of time would ripen into a Tenant Event of Default and that (individually or collectively would be reasonably expected to provide result in a material adverse effect on Tenant or in respect of the Facility), a written notice to Landlord regarding the same, which notice shall include a detailed description of the Tenant Event of Default (or such Person a statement containing the information set forth in subclauses (iiifacts or circumstances) and the actions Tenant has taken or shall take, if any, to remedy such Tenant Event of Default (ivor such facts or circumstances); (viii) aboveSuch additional customary and reasonable financial information related to the Facility, aggregated for such calendar year or applicable portion thereof during Tenant, CEOC, CEC and their Affiliates which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed limited to have been satisfied balance sheets and income statements (and, without limitation, all information concerning Tenant, CEOC, CEC and any of their Affiliates, respectively, or the Facility or the business of Tenant conducted thereat required pursuant to the Fee Mortgage Documents, within the applicable timeframes required thereunder), in each case as may be required by any Fee Mortgagee as an Additional Fee Mortgagee Requirement hereunder to the extent that substantially comparable information shall be prepared and furnished required by the Trustee to Certificateholders pursuant to any requirements Section 31.3. Without limitation of the Code as are foregoing, in force from time connection with the Existing Fee Mortgage, Tenant will furnish, or cause to time. be furnished, to Landlord on or before twenty-five (c25) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time days after the end of each calendar month the following items as they pertain to SPE Tenant: (A) a rent roll for the subject month, an occupancy report for the subject month, including an average daily rate and revenue per available room and entertainment operating metrics for the subject month; (B) monthly and year-to-date operating statements prepared for each calendar month, noting gross revenue, net revenue, operating expenses and operating income (not including any contributions to the Trustee shall deliver to each Person who at any time during the calendar year was a Class R CertificateholderFF&E Reserve), if requested in writing by such Person, such and other information as is reasonably necessary and sufficient to provide fairly represent the financial position and results of operations of SPE Tenant during such calendar month, and containing a comparison of budgeted income and expenses and the actual income and expenses; (C) a calculation of EBITDAR; and (D) PACE reports, in the form attached hereto as Exhibit I; (ix) The compliance certificates, as and when required pursuant to such Person a statement containing Section 4.3; (x) The Annual Capital Budget as and when required in Section 10.5; (xi) The monthly revenue and Capital Expenditure reporting required pursuant to Section 10.5(b); (xii) Together with the information provided monthly reporting required pursuant to the previous paragraph aggregated preceding clause (xi), an updated rent roll and a summary of all leasing activity then taking place at the Facility; (xiii) Operating budget for such calendar year or applicable portion thereof during each SPE Tenant for each Fiscal Year, which shall be delivered to Landlord no later than fifty-five (55) days following the commencement of the Fiscal Year to which such Person was operating budget relates; (xiv) Within five (5) Business Days after request (or as soon thereafter as may be reasonably possible), such further detailed information reasonably available to Tenant with respect to each SPE Tenant as may be reasonably requested by Landlord; (xv) The quarterly reporting in respect of Bookings required pursuant to Section 22.7 of this Lease; (xvi) The reporting/copies of Subleases made by Tenant in accordance with Section 22.3; (xvii) Any notices or reporting required pursuant to Article XXXII hereof or otherwise pursuant to any other provision of this Lease; (xviii) The monthly reporting required pursuant to Section 4.1 hereof; and (xix) In connection with any Fee Mortgagee Securitization, Tenant shall, upon the written request of Landlord: (A) at the sole cost and expense of Landlord (except with respect to the Existing Fee Mortgage, which shall be at the sole cost and expense of Tenant as provided in the final sentence of this clause (xix)), reasonably cooperate with Landlord in providing information with respect to the Property, Tenant or its Affiliates (excluding (i) any material non-public information, (ii) any Competitively Sensitive Information, and (iii) any information subject to bona fide confidentiality restrictions; provided, however, that the information described on Exhibit M shall not be so excluded even if such information qualifies within clauses (i), (ii) or (iii) of this parenthetical), to the extent reasonably requested by such Fee Mortgagee in order to satisfy the market standards to which such Fee Mortgagee customarily adheres or which may be reasonably required by prospective investors and/or rating agencies; (B) review, re-review and, to the extent accurate, approve (and to the extent inaccurate, identify the same with particularity) portions of any Disclosure Document (or any other similar material required to be reviewed by Landlord under a Class R Certificateholder. Such obligation Fee Mortgage) identified by Landlord to be reviewed by Tenant, which portions shall be limited to any portions relating solely to Tenant Information; provided that, except with respect to the Existing Fee Mortgage, such Disclosure Document shall not contain any Tenant Information (other than Tenant Information described on Exhibit M hereto) that includes any material non-public information, Competitively Sensitive Information or any information subject to bona fide confidentiality restrictions; and (C) with respect to the Existing Fee Mortgage, deliver a certification to Landlord (i) certifying that the information set forth in such portions of any Disclosure Document approved by Tenant pursuant to the above clause (B) does not at the time furnished contain any untrue statement of any material fact and (ii) certifying as to the accuracy of the Trustee shall be deemed representations made by Tenant to have been satisfied Landlord under Section 8.2 and Exhibit L as of the date of the closing of such Fee Mortgage Securitization, except (x) to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code such representation is made as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary naturespecific date, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of in which case such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.representation is accurate a

Appears in 2 contracts

Sources: Lease Amendment (Vici Properties Inc.), Lease Amendment (CAESARS ENTERTAINMENT Corp)

Statements. (a) Not later than 1:00 p.m., New York time, 12:00 noon California time on the fifth fourth Business Day prior to each Distribution Datefollowing the last day of a Due Period, the Servicer shall deliver to the Trustee by electronic means a computer file tape containing the loan level information necessary set forth on Exhibit D as to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below each Mortgage Loan as of the end of the preceding Prepayment such Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date 12:00 noon California time on the Determination Date, the Trustee shall prepare deliver to the Servicer, the Depositor and to the Certificate Insurer, by telecopy, with a hard copy thereof to be delivered on the succeeding Distribution Date, a statement (the “Trustee’s Remittance Report”) containing the information set forth below (to the extent any such information to be delivered by the Servicer pursuant to the first sentence of this Section 5.01(a) has been so delivered) with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) The Group 1 and Group 2 Available Funds and the each Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the The Class Principal Balance of each Class of Class A Certificates after giving effect and the Notional Balance of each Class of Class A-IO Certificates and the Aggregate Principal Balance of the Mortgage Loans in each Group as reported in the prior Trustee’s Remittance Report pursuant to payments allocated to principal abovesubclause (xii) below, or, in the case of the first Determination Date, the Original Class Certificate Balance of each Class of Class A Certificates and the Original Notional Balance of each Class of Class A-IO Certificates and the related Cut-Off Date Principal Balance of the Mortgage Loans in each Group; (ixiii) the Overcollateralization Amount The number and the Required Overcollateralization Amount as Principal Balances of all Mortgage Loans and of the close of business on Mortgage Loans in each Group, that were the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount subject of Principal Prepayments received during the related Prepayment Due Period; (xiiiv) the The amount of all Curtailments in each Group that were received during the Due Period; (xiiiv) the The principal portion of all Monthly Payments for each Group received during the Due Period; (xivvi) the The amount of interest portion of all Monthly Payments received on the Mortgage Loans during the Due Periodin each Group; (xvvii) the The amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date for each Group; (viii) The delinquency and foreclosure information set forth in the form attached hereto as Exhibit L; (ix) The Remittance Amount for each Class of Class A and Class A-IO Certificates for the Distribution Date with the components thereof stated separately; (x) The amount of the Insured Amounts for each Group, if any, to be paid on the Distribution Date; (xvixi) the The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certificateholders for the Distribution Date; (xviixii) The Class Principal Balance of each Class of Class A Certificates and the Notional Balance of each Class of Class A-IO Certificates and the Aggregate Principal Balance of each Group, each after giving effect to the distribution to be made on the Distribution Date; (xiii) The weighted average remaining term to maturity of the Mortgage Loans in each Group and the weighted average Loan Rate as of the first day of the related Due Periodin each Group; (xviiixiv) The Servicing Fee for each Group and the amount to be paid to the Certificate Insurer pursuant to Section 5.01; (xv) The amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(iiSection 3.03; (xvi) The Pool Factor for each Group determined using the balances in subclause (ii) above; (xvii) The amount, if any, transferred from the Simple Interest Excess Account to the Distribution Account pursuant to Section 5.03 and from the Spread Account to the Distribution Account pursuant to Section 4.01; (vixviii) (as reported by The percentage of the Servicer)related Excess Spread used to determine the Monthly Excess Spread Amount for each Group, the Excess Spread for each Group, the Monthly Excess Spread Amount for each Group, the Spread Account Excess and the allocation of the Spread Account Excess to Reimbursable Amounts, Monthly Advances and Class R Certificateholders pursuant to Section 4.01; (xix) The amounts which are reimbursable to the Servicer or the Seller, as appropriate, pursuant to Section 5.01(a)(iv) and the amount paid to Class R Certificateholders pursuant to Section 5.01(a)(ix); (xx) The number of Mortgage Loans in each Group outstanding at the beginning and at the end of the related Due Period; (xxxxi) The amount on deposit in each sub-account of the Spread Account after the Distribution Date; (xxii) The amount of Liquidation Loan Losses losses experienced on the Mortgage Loans in each Group during the preceding Due Period and the Cumulative Net Losses cumulative losses for the Mortgage Loans in each Group as a percentage of the related Cut-Off Date Pool Principal Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage LoansThe Class A-2 Available Funds Carryforward, other than Mortgage Loans in default or imminent defaultif any, that were modified by the Servicer during the related Due Period (as reported by the Servicer)after giving effect to all distributions on such Distribution Date; (xxiv) the The amount of Net Rate Cap Class Interest Carryover distributed Shortfall relating to each Class of Offered Class A Certificates (other than and the Class A-IO Certificates), separately stating separately any amounts received from the cap provider with respect amount that is allocable to the Interest Rate Cap Agreements, each such Class and the amount of Net Rate Cap Carryover remaining for each such Class;allocable to interest and principal; and (xxv) Whether a Servicer Termination Delinquency Event or a Servicer Termination Loss Event has occurred and specifying the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Accountdetails thereof. The Trustee shall make available such report available to the Servicer, the SellerDepositor, the Certificateholders, the Certificate Insurer, the Rating Agencies, Agencies and Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: [________]) on its internet website located at “▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, .▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇.▇▇▇” on the related Distribution Date. Assistance in using the website can be obtained by calling the Trustee’s investor relations desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution method are entitled to have a paper copy mailed to them via first class mail by calling the investor relations desk and indicating such. In addition, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) together with such report, the Trustee shall forward to Bloomberg a copy of the computer tape delivered by the Servicer on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the telecopy of the Trustee’s Remittance Report and the hard copy issued upon request (pursuant to the preceding paragraph) thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (viix) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Structured Asset Securities Corp), Pooling and Servicing Agreement (Lehman Abs Corp)

Statements. (a) Not later than 1:00 p.m., New York time, on Tenant shall furnish or cause to be furnished the fifth Business Day prior following to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereofLandlord: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; On or before twenty-five (ii25) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar month the following items as they pertain to Tenant: (A) an occupancy report for the subject month, including an average daily rate and revenue per available room for the subject month; (B) monthly and year-to-date operating statements prepared for each calendar month, noting gross revenue, net revenue, operating expenses and operating income, and other information reasonably necessary and sufficient to fairly represent the financial position and results of operations of Tenant during such calendar month, and containing a comparison of budgeted income and expenses and the actual income and expenses, and (C) PACE reports, in the form attached hereto as Exhibit I. (ii) As to Tenant: (a) annual financial statements audited by Tenant’s Accountant in accordance with GAAP covering such Fiscal Year and containing statement of profit and loss, a balance sheet, and statement of cash flows for Tenant, together with (1) a report thereon by such Accountant which report shall be unqualified as to scope of audit of Tenant and its Subsidiaries and shall provide in substance that (A) such Financial Statements present fairly the consolidated financial position of Tenant and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP and (B) that the audit by such Accountant in connection with such Financial Statements has been made in accordance with GAAP and (2) a certificate, executed by the chief financial officer or treasurer of Tenant certifying that no Tenant Event of Default has occurred or, if a Tenant Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto, all of which shall be provided within ninety (90) days after the end of each Fiscal Year (commencing with the Fiscal Year ending December 31, 2017); (b) quarterly unaudited financial statements, consisting of a statement of profit and loss, a balance sheet, and statement of cash flows for Tenant, together with a certificate, executed by the chief financial officer or treasurer of Tenant (A) certifying that no Tenant Event of Default has occurred or, if a Tenant Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto, and (B) certifying that such Financial Statements fairly present, in all material respects, the Trustee financial position and results of operations of Tenant and its Subsidiaries on a consolidated basis in accordance with GAAP (subject to normal year-end audit adjustments and the absence of footnotes), all of which shall furnish to be provided (x) within sixty (60) days after the end of each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to first three Fiscal Quarters of each Fiscal Year (commencing with the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time.Fiscal Quarter ending March 31, 2018); and (c) On each Distribution Datesuch additional information and unaudited quarterly financial information concerning the Leased Property and Tenant, which information shall be limited to balance sheets, income statements, and statements of cash flow, as Landlord, PropCo 1, PropCo or Landlord REIT may require for any ongoing filings with or reports to (i) the Trustee shall make available SEC under both the Securities Act and the Exchange Act, including, but not limited to 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord, PropCo 1, PropCo or Landlord REIT during the Class R Certificateholders in Term of this Lease, (ii) the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates Internal Revenue Service (including in respect of Landlord REIT’s qualification as a “real estate investment trust” (within the meaning of Section 856(a) of the Code)) and (iii) any other federal, state or local regulatory agency with jurisdiction over Landlord, PropCo 1, PropCo or Landlord REIT, in each case of clause (i), (ii) and (iii), subject to Section 23.1(c) below. (iii) As to Guarantor: (a) annual financial statements audited by Guarantor’s Accountant in accordance with GAAP covering such Distribution Date Fiscal Year and containing statement of profit and loss, a balance sheet, and statement of cash flows for Guarantor, together with (1) a report thereon by such Accountant which report shall be unqualified as to scope of audit of Guarantor and its Subsidiaries and shall provide in substance that (A) such Financial Statements present fairly the consolidated financial position of Guarantor and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP and (B) that the audit by such Accountant in connection with such Financial Statements has been made in accordance with GAAP and (2) a certificate, executed by the chief financial officer or treasurer of Guarantor certifying that no Tenant Event of Default has occurred or, if a Tenant Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto, all of which shall be provided within ninety (90) days after the end of each Fiscal Year (commencing with the Fiscal Year ending December 31, 2017); (b) quarterly unaudited financial statements, consisting of a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date of profit and loss, a balance sheet, and statement of cash flows for Guarantor, together with a certificate, executed by the chief financial officer or treasurer of Guarantor (A) certifying that no Tenant Event of Default has occurred or, if a Tenant Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto, and (B) certifying that such Financial Statements fairly present, in all material respects, the financial position and results of operations of Guarantor and its Subsidiaries on a consolidated basis in accordance with GAAP (subject to normal year-end audit adjustments and the absence of footnotes), all of which shall be provided (x) within sixty (60) days after the end of each of the first three Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 31, 2018); and (c) such additional information and unaudited quarterly financial information concerning the Leased Property and Tenant, which information shall be limited to balance sheets, income statements, and statements of cash flow, as Landlord, PropCo 1, PropCo or Landlord REIT may require for any ongoing filings with or reports to (i) the SEC under both the Securities Act and the Exchange Act, including, but not limited to 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord, PropCo 1, PropCo or Landlord REIT during the Term of this Lease, (ii) the Internal Revenue Service (including in respect of Landlord REIT’s qualification as a “real estate investment trust” (within the meaning of Section 856(a) of the Code)) and (iii) any other information as the Trustee deems necessary federal, state or appropriatelocal regulatory agency with jurisdiction over Landlord, PropCo 1, PropCo or Landlord REIT, in each case of clause (i), (ii) and (iii), subject to Section 23.1(c) below. (d) Notwithstanding anything to the contrary contained in this Section 23.1, CRC shall be relieved of its obligations to provide any of the reports in the foregoing clauses so long as (1) CEC (or other parent entity of CRC) reports CEC’s (or such other entity’s) audited financial statements on a consolidated basis and (2) such financial statements are accompanied by consolidating information that explains in reasonable detail the differences between the information relating to CEC (or such other parent entity), on the one hand, and the information relating to CRC and its subsidiaries on a standalone basis, on the other hand, which consolidating information shall be certified by an officer of CRC as having been fairly presented in all material respects. (iv) As soon as it is prepared and in no event later than sixty (60) days after the end of each Fiscal Year, a statement of Net Revenue with respect to the prior Lease Year (subject to the additional requirements as provided in Section 3.2 hereof in respect of the periodic determination of the Variable Rent hereunder); (v) Prompt Notice to Landlord of any action, proposal or investigation by any agency or entity, or complaint to such agency or entity (any of which is called a “Proceeding”), known to Tenant, the result of which Proceeding would reasonably be expected to be to revoke or suspend or terminate or modify in a way adverse to Tenant, or fail to renew or fully continue in effect, (x) any Gaming License, or (y) any other license or certificate or operating authority pursuant to which Tenant carries on any part of the Primary Intended Use of all or any portion of the Leased Property which, in any case under this clause (y) (individually or collectively), would be reasonably expected to cause a material adverse effect on Tenant or in respect of the Facility (and, without limitation, Tenant shall (A) keep Landlord apprised of (1) the status of any annual or other periodic Gaming License renewals, and (2) the status of non-routine matters before any applicable gaming authorities, and (B) promptly deliver to Landlord copies of any and all non-routine notices received (or sent) by Tenant from (or to) any Gaming Authorities); (vi) Within a reasonable period of time ten (10) Business Days after the end of each calendar yearmonth, a schedule containing any additions to or retirements of any fixed assets constituting Leased Property, describing such assets in summary form, their location, historical cost, the Trustee shall deliver amount of depreciation and any improvements thereto, substantially in the form attached hereto as Exhibit D, and such additional customary and reasonable financial information with respect to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information fixed assets constituting Leased Property as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent requested by Landlord, it being understood that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to Tenant may classify any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and asset additions in accordance with the fixed asset methodology for propco-opco separation used as of the Commencement Date; (vii) Within three (3) Business Days of obtaining actual knowledge of the occurrence of a Tenant Event of Default (or of the occurrence of any facts or circumstances which, with the giving of notice or the passage of time would ripen into a Tenant Event of Default and that (individually or collectively would be reasonably expected to result in a material adverse effect on Tenant or in respect of the Facility), a written notice to Landlord regarding the same, which notice shall include a detailed description of the Tenant Event of Default (or such applicable instructions and directions (if requested in writingfacts or circumstances) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee actions Tenant has taken or shall take, if any, to remedy such Tenant Event of Default (or such facts or circumstances); (viii) Such additional customary and reasonable financial information related to the Facility, Tenant, CRC and their Affiliates which shall be entitled limited to balance sheets and income statements, as may be reimbursed required by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except any Fee Mortgagee as an Additional Fee Mortgagee Requirement hereunder to the extent required by law Section 31.3 (and, without limitation, all information concerning Tenant, CRC and any of their Affiliates, respectively, or the Facility or the business of Tenant conducted thereat required pursuant to the Rating Agencies. No Person entitled Fee Mortgage Documents, within the applicable timeframes required thereunder); (ix) The compliance certificates, as and when required pursuant to receive Section 4.3; and (x) The Annual Capital Budget as and when required in Section 10.5. (xi) The monthly revenue and Capital Expenditure reporting required pursuant to Section 10.5(b); (xii) Together with the monthly reporting required pursuant to the preceding clause (xi), an updated rent roll and a summary of all leasing activity then taking place at the Facility; (xiii) Operating budget for each Tenant for each Fiscal Year, which shall be delivered to Landlord no later than fifty-five (55) days following the commencement of the Fiscal Year to which such operating budget relates; (xiv) Within five (5) Business Days after request (or as soon thereafter as may be reasonably possible), such further detailed information reasonably available to Tenant with respect to Tenant as may be reasonably requested by Landlord; (xv) The quarterly reporting in respect of Bookings required pursuant to Section 22.7 of this Lease; (xvi) The reporting/copies of such reports Subleases made by Tenant in accordance with Section 22.3; (xvii) Any notices or diskettes reporting required pursuant to Article XXXII hereof or files or lists otherwise pursuant to any other provision of Certificateholders this Lease; and (xviii) The monthly reporting required pursuant to Section 4.1 hereof. The Financial Statements provided pursuant to Section 23.1(b)(iii) shall use the information therein for the purpose of soliciting the customers of the Seller or be prepared in compliance with applicable federal securities laws, including Regulation S-X (and for any other purpose except as set forth prior periods required thereunder), if and to the extent such compliance with federal securities laws, including Regulation S-X (and for any prior periods required thereunder), is required to enable Landlord, PropCo 1, PropCo or Landlord REIT to (x) file such Financial Statements with the SEC if and to the extent that Landlord, PropCo 1, PropCo or Landlord REIT is required to file such Financial Statements with the SEC pursuant to Legal Requirements or (y) include such Financial Statements in this Agreementan offering document if and to the extent that Landlord, PropCo 1, PropCo or Landlord REIT is reasonably requested or required to include such Financial Statements in any offering document in connection with a financing contemplated by and to the extent required by Section 23.2(b).

Appears in 2 contracts

Sources: Lease Agreement (CAESARS ENTERTAINMENT Corp), Lease Agreement (Vici Properties Inc.)

Statements. (a) Not later than 1:00 p.m., New York time, on Tenant shall furnish the fifth Business Day prior following statements to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereofLandlord: (i) Available Funds (I) In the event that Tenant’s Parent is a reporting company under the Exchange Act, on the earlier of five (5) Business Days following (x) each date specified in the Exchange Act and the Certificate Rate SEC’s related rules and regulations (including any additional time permitted under Rule 12b-25 or any successor provision thereof) that the Tenant’s Parent is required to file SEC Reports (each a “SEC Filing Deadline”) and (y) the date the Tenant’s Parent files its SEC Reports with the SEC or (II) in the event that Tenant’s Parent is not a reporting company under the Exchange Act, no later than five (5) Business Days prior to Landlord REIT’s applicable SEC requirements, if any, to file, or include in any of Landlord REIT’s SEC Reports, Tenant Parent’s Financial Statements: (A) Tenant’s Parent’s Financial Statements required to be included in such SEC Report or the SEC Report containing such Financial Statements; (B) a certificate, executed by a Responsible Officer of the Tenant or Tenant’s Parent certifying that no default has occurred under this Master Lease or, if such a default has occurred, specifying the nature and status of such default; and (C) (1) with respect to annual Financial Statements, a report with respect to Tenant’s Parent’s Financial Statements from Tenant’s Parent’s independent registered public accounting firm, which report shall not be subject to any qualification or exception expressing substantial doubt about the ability of the Tenant’s Parent and its subsidiaries to continue as a “going concern” or any exception as to the scope of such audit (excluding any qualification as to going concern relating to any debt maturities in the twelve month period following the date such report is delivered or any projected financial performance or covenant default in any Indebtedness or this Master Lease in such twelve month period) and that such Financial Statements have been prepared in accordance with GAAP and Tenant’s Parent’s accountants have examined such Financial Statements in accordance with the standards of the PCAOB (or generally accepted auditing standards, if not required to file SEC Reports at such time) and (2) with respect to quarterly Financial Statements, a certificate, executed by a Responsible Officer of the Tenant’s Parent, certifying that such Financial Statements fairly present, in all material respects, the financial position and results of operations of Tenant’s Parent and its Subsidiaries on a consolidated basis in accordance with GAAP as at such date and for each Class for such period (subject to normal year-end audit adjustments, the related Distribution Dateabsence of footnotes and other informational disclosures customarily omitted from interim financial statements). Financial statements required to be delivered pursuant to this Section 23.1(b)(i) will be deemed delivered to the extent such documents are included in materials filed with the SEC and shall be deemed to have been delivered on the date such documents are publicly available on the SEC’s website; (ii) Within seventy-five (75) days after the aggregate amount end of each of the distribution Tenant’s Fiscal Years (commencing with the Fiscal Year ending December 31, 2022), (a) a budget and projection by fiscal month for the Fiscal Year in which the budget is delivered, including projected Net Revenue and EBITDAR with respect to each Class of Certificates on such Distribution DateFacility, (b) a budget and projection by fiscal year for the second and third subsequent Fiscal Years, including projected Net Revenue and EBITDAR with respect to each Facility, and (c) a capital budget for each Facility for the Fiscal Year in which the budget is delivered and for the following Fiscal Year; (iii) Within thirty (30) days after the amount end of each calendar month, the distribution set forth in paragraph (i) above in respect of interest following items as they pertain to each Facility: occupancy percentages, including average daily rate and revenue per available room for the amount thereof in respect of any Class Interest Carryover Shortfallsubject month, the monthly and year-to-date operating statements prepared for each calendar period, noting net revenue, operating expenses and operating income, and other information reasonably necessary and sufficient to fairly represent the amount financial position and results of any Class Interest Carryover Shortfall remainingoperations of each Facility and its respective Operating Subtenant during such calendar period; (iv) Within sixty (60) days after the amount expiration of any calendar quarter, Tenant shall deliver to Landlord a Financial Covenant compliance report, which report shall include an Officer’s Certificate in substantially the distribution set forth form attached hereto as Exhibit H, certifying that the Financial Covenant is in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfallcompliance under Section 23.3 together with reasonable detail evidencing such compliance; (v) (a) commercially reasonable efforts to deliver such additional financial information and projections as may be reasonably requested by Landlord, so long as any reasonable out-of-pocket cost of Tenant or its Related Persons is borne by Landlord, in connection with syndications, private placements or public offerings by Landlord of debt securities or loans or equity or hybrid securities and (b) such additional information, Tenant’s Parent Financial Statements if not otherwise provided pursuant to Section 23.1(b)(i), and unaudited quarterly financial information concerning the amount Leased Property, Tenant, and Tenant’s Parent as Landlord or its Affiliates may require for their filings with the SEC under both the Securities Act and the Exchange Act, including, but not limited to SEC Reports and registration statements to be filed by Landlord or its Affiliates during the Term of Excess Interest paid as principalthis Master Lease, the Internal Revenue Service and any other federal, state or local regulatory agency with jurisdiction over Landlord or its Subsidiaries; (vi) Prompt Notice to Landlord of any action, proposal or investigation by any agency or entity, or complaint to such agency or entity, (any of which is called a “Proceeding”), known to Tenant, the Servicing Fee and the Trustee Fee (including the separate amounts payable result of which Proceeding would reasonably be expected to each be to revoke or suspend or terminate or modify in a way materially adverse to Tenant, or fail to renew or fully continue in effect, any license or certificate or operating authority pursuant to which Tenant carries on any material part of the Trustee and its Custodian)Primary Intended Use of all or any portion of the Leased Property; (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period;Upon request, not to be made more than once per fiscal quarter, an updated rent roll for each Facility; and (viii) Tenant further agrees to provide the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount financial and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment operational reports to be made on the Determination Date; delivered to Landlord under this Master Lease in such electronic format(s) as may reasonably be required by Landlord from time to time in order to (xvii) the amount to be distributed to the Class P Certificatesfacilitate Landlord’s internal financial and reporting database, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (viii) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar monthpermit Landlord to calculate any rent, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 fee or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Accountpayments due under Ground Leases. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and also agrees that Landlord shall have no liability audit rights with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to confirm Tenant’s compliance with the Rating Agencies. No Person entitled to receive copies terms of such reports or diskettes or files or lists this Master Lease (including, without limitation, calculation of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this AgreementNet Revenues).

Appears in 2 contracts

Sources: Master Lease (VICI Properties L.P.), Master Lease (MGM Resorts International)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior All reasonable determinations by Landlord pursuant to each Distribution Date, the Servicer this Article 6 shall deliver be presumed to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as be correct. Until Tenant is advised of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees adjustment in its obligation to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amountpay Shared Expenses, if any, on deposit in pursuant to the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance provisions of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO CertificatesSection 6.2(d), stating separately any amounts received from Tenant’s monthly rental shall continue to be paid at the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; then current rent (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished including all prior adjustments thereto pursuant to subclauses this Lease). Upon written notice to Landlord of not less than fifteen (ii)15) business days, (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee Tenant shall have the right to change review the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible documentation relied upon by Landlord relating to the above parties computation of Shared Expenses, which review shall occur at the location specified in Section 1.11(b). In computing Shared Expenses, no cost or expense may be accounted more than once, any expenses which are paid by the proceeds of insurance shall be excluded and any expenses which are separately metered or billed directly to and separately paid by any other tenant shall be excluded. Within one hundred twenty (120) days after receipt of the Trustee subject Landlord’s Statement by Tenant and not less than thirty (30) days’ prior written notice to Landlord and provided Tenant is not in default hereunder, Tenant shall provide timely and adequate notification have the right to all above parties regarding cause an audit to be made of Landlord’s computation of Shared Expenses, at the location of the Building or such other location in San Francisco County, California as may be designated by Landlord, at Tenant’s sole expense, not more frequently than once per calendar year. Such audit shall be conducted by an accountant which is a member of a nationally or regionally recognized accounting firm reasonably acceptable to Landlord; provided, however, in no event shall any such changesaudit be conducted by a company, which as a fee, receives a percentage of any recovery. As a condition Tenant agrees that Tenant and such accountant shall keep all information obtained during any such audit strictly confidential; provided, however, Tenant may disclose such information (a) to access the Trustee’s internet websiteextent necessary in any lawsuit requiring such disclosure, (b) to its consultants, or (c) as required by law. A copy of the Trustee may require registration and audit report shall be furnished by Tenant to Landlord regardless as to whether the acceptance audit discloses any overpayment or underpayment of a disclaimerShared Expenses by Tenant. The Trustee will Tenant shall not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for withhold or deduct any portion of Base Rent or Additional Rent during the content or accuracy pendency of any information such audit. Any errors disclosed by such audit shall be promptly corrected, provided that Landlord shall have the right to cause another independent audit to be made of such computations, and in the event of a disagreement between the auditors, the audit disclosing the least amount of deviation from Landlord’s original computations shall be conclusively deemed to be correct. The provisions of this Section shall be the sole method to be used by third parties for purposes Tenant to dispute the amount of preparing the Remittance Report Shared Expenses payable by Tenant under this Lease, and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of Tenant waives any other party hereto)rights or remedies relating thereto. (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 2 contracts

Sources: Office Lease (Zendesk, Inc.), Office Lease (Zendesk, Inc.)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the each Class’ Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date Dates in April 2004 July 2003 and May 2004August 2003, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap AgreementsAgreement, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇/▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons Trustee or and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Home Equity Loan Asset-Backed Certificates Series 2003-2), Pooling and Servicing Agreement (Home Equity Loan Asset-Backed Certificates Series 2003-2)

Statements. Tenant shall furnish or cause to be furnished the following to Landlord: (i) As to each SPE Tenant: (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses within ninety (i90) through (xxvi) below as of days after the end of each Fiscal Year (commencing with the preceding Prepayment Period or Due PeriodFiscal Year ending December 31, as applicable2017), but if Guarantor is not a reporting company under the Exchange Act, in no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-K filing deadline, annual financial statements audited by an Accountant in accordance with GAAP covering such Fiscal Year and containing a statement of profit and loss, a balance sheet, and a statement of cash flows for such other information as SPE Tenant; and (b) within sixty (60) days after the Trustee shall reasonably requireend of each of the first three (3) Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 31, 2018), but if Guarantor is not a reporting company under the Exchange Act, in no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-Q filing deadline, such SPE Tenant’s quarterly unaudited financial statements, consisting of a statement of profit and loss, a balance sheet, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below of cash flows, in each case, with respect to such Distribution Datefinancial statements, to the extent required as an Additional Fee Mortgagee Requirement, together with a certificate, executed by the chief financial officer or treasurer of such SPE Tenant, certifying that such financial statements fairly present, in all material respects, the financial position and results of operations of such SPE Tenant and its Subsidiaries on a consolidated basis in accordance with GAAP (subject, in the case of quarterly financial statements, to normal year-end audit adjustments and the absence of footnotes); (ii) As to CEOC: (A) annual financial statements audited by CEOC’s Accountant in accordance with GAAP covering such Fiscal Year and containing statement of profit and loss, a balance sheet, and statement of cash flows for CEOC, together with (1) a report thereon by such Accountant which report shall be unqualified as to scope of audit of CEOC and its Subsidiaries and shall provide in substance that (A) such Financial Statements present fairly the consolidated financial position of CEOC and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP and (B) that the audit by such Accountant in connection with such Financial Statements has been made in accordance with GAAP and (2) a certificate, executed by the chief financial officer or treasurer of CEOC certifying that no Tenant Event of Default has occurred or, if a Tenant Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto, all of which shall be provided within ninety (90) days after the end of each Fiscal Year (commencing with the Fiscal Year ending December 31, 2017) but if Guarantor is not a reporting company under the Exchange Act, in no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-K filing deadline; (B) quarterly unaudited financial statements, consisting of a statement of profit and loss, a balance sheet, and statement of cash flows for CEOC, together with a certificate, executed by the chief financial officer or treasurer of CEOC (A) certifying that no Tenant Event of Default has occurred or, if a Tenant Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto, and (B) certifying that such Financial Statements fairly present, in all material respects, the financial position and results of operations of CEOC and its Subsidiaries on a consolidated basis in accordance with GAAP (subject to normal year-end audit adjustments and the absence of footnotes), all of which shall be provided (x) within sixty (60) days after the end of each of the first three (3) Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending March 31, 2018) but if Guarantor is not a reporting company under the Exchange Act, in no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-Q filing deadline; and (C) such additional information and unaudited quarterly financial information concerning the Leased Property and Tenant, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: limited to balance sheets, income statements, and statements of cash flow, as Landlord, PropCo 1, PropCo or Landlord REIT may require for any ongoing filings with or reports to (i) Available Funds the SEC under both the Securities Act and the Certificate Rate for each Class for Exchange Act, including, but not limited to 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord, PropCo 1, PropCo or Landlord REIT during the related Distribution Date; Term of this Lease, (ii) the aggregate amount Internal Revenue Service (including in respect of the distribution Landlord REIT’s qualification as a REIT) and (iii) any other federal, state or local regulatory agency with jurisdiction over Landlord, PropCo 1, PropCo or Landlord REIT, in each case of clause (i), (ii) and (iii), subject to each Class of Certificates on such Distribution DateSection 23.1(c) below; (iii) As to ERI: (A) annual financial statements audited by ERI’s Accountant in accordance with GAAP covering such Fiscal Year and containing statement of profit and loss, a balance sheet, and statement of cash flows for ERI, including the amount report thereon by such Accountant which shall be unqualified as to scope of audit of ERI and its Subsidiaries and shall provide in substance that (a) such consolidated financial statements present fairly the consolidated financial position of ERI and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP and (b) that the audit by ERI’s Accountant in connection with such Financial Statements has been made in accordance with GAAP, which shall be provided within ninety (90) days after the end of each Fiscal Year (commencing with the Fiscal Year ending December 31, 2017) but if Guarantor is not a reporting company under the Exchange Act, in no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-K filing deadline; (B) quarterly unaudited financial statements, consisting of a statement of profit and loss, a balance sheet, and statement of cash flows for ERI, together with a certificate, executed by the chief financial officer or treasurer of ERI certifying that such Financial Statements fairly present, in all material respects, the financial position and results of operations of ERI and its Subsidiaries on a consolidated basis in accordance with GAAP (subject to normal year-end audit adjustments and the absence of footnotes) which shall be provided within sixty (60) days after the end of each of the distribution set forth first three (3) Fiscal Quarters of each Fiscal Year (commencing with the Fiscal Quarter ending September 30, 2017) but if Guarantor is not a reporting company under the Exchange Act, in paragraph no event later than five (5) Business Days before Landlord REIT’s applicable Form 10-Q filing deadline; and (C) such additional information and unaudited quarterly financial information concerning the Leased Property and Tenant, which information shall be limited to balance sheets, income statements, and statements of cash flow, as Landlord, PropCo 1, PropCo or Landlord REIT may require for any ongoing filings with or reports to (i) above the SEC under both the Securities Act and the Exchange Act, including, but not limited to 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord, PropCo 1, PropCo or Landlord REIT during the Term of this Lease, (ii) the Internal Revenue Service (including in respect of interest Landlord REIT’s qualification as a REIT) and the amount thereof in respect of (iii) any Class Interest Carryover Shortfallother federal, and the amount of any Class Interest Carryover Shortfall remainingstate or local regulatory agency with jurisdiction over Landlord, PropCo 1, PropCo or Landlord REIT subject to Section 23.1(c) below; (iv) As soon as it is prepared and in no event later than sixty (60) days after the amount end of each Fiscal Year, a statement of Net Revenue with respect to each Facility with respect to such Fiscal Year (subject to the distribution set forth additional requirements as provided in paragraph (i) above in respect of principal and the amount thereof Section 3.2 hereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfallperiodic determination of the Variable Rent hereunder); (v) Prompt Notice to Landlord of any action, proposal or investigation by any agency or entity, or complaint to such agency or entity (any of which is called a “Proceeding”), known to Tenant, the amount result of Excess Interest paid as principalwhich Proceeding would reasonably be expected to be to revoke or suspend or terminate or modify in a way adverse to Tenant, or fail to renew or fully continue in effect, (x) any Gaming License, or (y) any other license or certificate or operating authority pursuant to which Tenant carries on any part of the Primary Intended Use of all or any portion of the Leased Property which, in any case under this clause (y) (individually or collectively), would be reasonably expected to cause a material adverse effect on Tenant or in respect of any Facility (and, without limitation, Tenant shall (A) keep Landlord apprised of (1) the status of any annual or other periodic Gaming License renewals, and (2) the status of non-routine matters before any applicable gaming authorities, and (B) promptly deliver to Landlord copies of any and all non-routine notices received (or sent) by Tenant from (or to) any Gaming Authorities); (vi) the Servicing Fee and the Trustee Fee Within ten (including the separate amounts payable to each of the Trustee and its Custodian); (vii10) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time Business Days after the end of each calendar yearmonth, a schedule containing any additions to or retirements of any fixed assets constituting Leased Property, describing such assets in summary form, their location, historical cost, the Trustee shall furnish amount of depreciation and any improvements thereto, substantially in the form attached hereto as Exhibit D, and such additional customary and reasonable financial information with respect to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information fixed assets constituting Leased Property as is reasonably necessary requested by Landlord, it being understood that Tenant may classify any asset additions in accordance with the fixed asset methodology for propco-opco separation used as of the Commencement Date; (vii) Within three (3) Business Days of obtaining actual knowledge of the occurrence of a Tenant Event of Default (or of the occurrence of any facts or circumstances which, with the giving of notice or the passage of time would ripen into a Tenant Event of Default and that (individually or collectively would be reasonably expected to provide result in a material adverse effect on Tenant or in respect of any Facility), a written notice to Landlord regarding the same, which notice shall include a detailed description of the Tenant Event of Default (or such Person a statement containing the information set forth in subclauses (iiifacts or circumstances) and the actions Tenant has taken or shall take, if any, to remedy such Tenant Event of Default (ivor such facts or circumstances); (viii) aboveSuch additional customary and reasonable financial information related to any Facility, aggregated for such calendar year or applicable portion thereof during Tenant, CEOC, ERI and their Affiliates which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed limited to have been satisfied balance sheets and income statements (and, without limitation, all information concerning Tenant, CEOC, ERI and any of their Affiliates, respectively, or any Facility or the business of Tenant conducted thereat required pursuant to the Fee Mortgage Documents, within the applicable timeframes required thereunder), in each case as may be required by any Fee Mortgagee as an Additional Fee Mortgagee Requirement hereunder to the extent that substantially comparable information shall be prepared and furnished required by the Trustee to Certificateholders pursuant to any requirements Section 31.3. Without limitation of the Code as are in force from time foregoing, Tenant will furnish, or cause to time. be furnished, to Landlord on or before twenty-five (c25) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time days after the end of each calendar year, month the Trustee shall deliver following items as they pertain to each Person who at any time during SPE Tenant: (A) a rent roll for the subject month, an occupancy report for the subject month, including an average daily rate and revenue per available room for the subject month; (B) monthly and year-to-date operating statements prepared for each calendar year was a Class R Certificateholdermonth, if requested in writing by such Personnoting gross revenue, such net revenue, operating expenses and operating income, and other information as is reasonably necessary and sufficient to provide fairly represent the financial position and results of operations of each SPE Tenant during such calendar month, and containing a comparison of budgeted income and expenses and the actual income and expenses; and (C) PACE reports, in the form attached hereto as Exhibit I; (ix) The compliance certificates, as and when required pursuant to such Person a statement containing Section 4.3; (x) The Annual Capital Budget as and when required in Section 10.5(d); (xi) The monthly revenue and Capital Expenditure reporting required pursuant to Section 10.5(c); (xii) Together with the information provided monthly reporting required pursuant to the previous paragraph aggregated preceding clause (xi), an updated rent roll and a summary of all leasing activity then taking place at each Facility; (xiii) Operating budget for such calendar year or applicable portion thereof during each SPE Tenant for each Fiscal Year, which shall be delivered to Landlord no later than fifty-five (55) days following the commencement of the Fiscal Year to which such Person was a Class R Certificateholder. Such obligation operating budget relates; (xiv) Within five (5) Business Days after request (or as soon thereafter as may be reasonably possible), such further detailed information reasonably available to Tenant with respect to each SPE Tenant as may be reasonably requested by Landlord; (xv) The quarterly reporting in respect of Bookings required pursuant to Section 22.7 of this Lease; (xvi) The reporting/copies of Subleases made by Tenant in accordance with Section 22.3; (xvii) Any notices or reporting required pursuant to Article XXXII hereof or otherwise pursuant to any other provision of this Lease; (xviii) The monthly reporting required pursuant to Section 4.1 hereof; (xix) Semi-annual property-level betting & gaming revenue information received pursuant to Section 10.2 of the Trustee shall be deemed to have been satisfied MTSA by Tenant, ERI or any direct or indirect subsidiary of ERI to the extent that substantially comparable relevant to the calculation of Net Revenues hereunder, in each case within fifteen (15) days of the receipt thereof; (xx) On an annual basis, a detailed reconciliation of the financial information shall be prepared by the Tax Matters Persons and furnished being provided to Certificateholders by the Trustee or Tax Matters Person Landlord pursuant to any requirements of clause (xix) above (the Code as from time “WH Net Revenue”) and the Net Revenue statements that Tenant is providing to time Landlord pursuant to clause (iv) above, which reconciliation shows how the Net Revenue contained in force.the WH Net Revenue is being reflected in the Net Revenue statements delivered pursuant to clause (iv) above; and (exxi) The Servicer In connection with any Fee Mortgagee Securitization, Tenant shall, upon the written request of Landlord: (A) at the sole cost and the Trustee shall furnish to the Depositorexpense of Landlord, the Seller and each Certificateholder (if requested reasonably cooperate with Landlord in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate providing information with respect to the Certificateholder Leased Property or otherwise with respect any portion thereof, Tenant or its Affiliates (excluding (i) any material non-public information, (ii) any Competitively Sensitive Information, and (iii) any information subject to the purposes of this Agreementbona fide confidentiality restrictions; provided, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided however, that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and information described on Exhibit M shall not be copied so excluded even if such information qualifies within clauses (i), (ii) or distributed except (iii) of this parenthetical), to the extent reasonably requested by such Fee Mortgagee in order to satisfy the market standards to which such Fee Mortgagee customarily adheres or which may be reasonably required by law or prospective investors and/or rating agencies; and (B) review, re-review and, to the Rating Agencies. No Person entitled extent accurate, approve (and to receive copies the extent inaccurate, identify the same with particularity) portions of any Disclosure Document (or any other similar material required to be reviewed by Landlord under a Fee Mortgage) identified by Landlord to be reviewed by Tenant, which portions shall be limited to any portions relating solely to Tenant Information; provided that, such reports Disclosure Document shall not contain any Tenant Information (other than Tenant Information described on Exhibit M hereto) that includes any material non-public information, Competitively Sensitive Information or diskettes or files or lists of Certificateholders any information subject to bona fide confidentiality restrictions The Financial Statements provided pursuant to Section 23.1(b)(iii) shall use the information therein for the purpose of soliciting the customers of the Seller or be prepared in compliance with applicable federal securities laws, including Regulation S-X (and for any other purpose except as set forth in this Agreement.prior periods required thereunder), if and to the extent such compliance with federal securities laws, including Regulation S-X (and for any prior periods required thereunder), is required to enable Landlord, PropCo 1, PropCo or Landlord REIT to (x) file such Financial Statement

Appears in 2 contracts

Sources: Lease (Caesars Entertainment, Inc.), Lease (Vici Properties Inc.)

Statements. Tenant shall furnish the following statements (aeach a “Financial Statement” and collectively the “Financial Statements”) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses Landlord: (i) through as soon as available and in no event later than ninety (xxvi90) below days after the end of each Fiscal Year, its audited consolidated balance sheet and related statements of operations, stockholders’ equity and cash flows as of the end of and for such Fiscal Year, setting forth in each case in comparative form the preceding Prepayment Period figures for the previous Fiscal Year, all reported on by PricewaterhouseCoopers LLP or Due Period, other independent public accountants of recognized national standing (without any qualification or exception as applicable, to the scope of such audit) to the effect that such consolidated financial statements present fairly in all material respects the financial condition and such other information as the Trustee shall reasonably require, results of operations of Tenant and its consolidated Subsidiaries in accordance with GAAP and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Dateapplicable requirements of Regulation S-X; (ii) as soon as available and in no event later than forty-five (45) days after the aggregate amount end of each of the distribution first three Fiscal Quarters of each Fiscal Year, its consolidated balance sheet and related statements of operations, stockholders’ equity and cash flows as of the end of and for such Fiscal Quarter and the then elapsed portion of the Fiscal Year, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the case of the balance sheet, as of the end of) the previous Fiscal Year, all certified by a Financial Officer of Tenant as presenting fairly in all material respects the financial condition and results of operations of Tenant and its consolidated Subsidiaries in accordance with GAAP and the applicable requirements of Regulation S-X, subject to each Class normal year-end audit adjustments and the absence of Certificates on such Distribution Datefootnotes; (iii) the amount concurrently with any delivery of the distribution set forth in paragraph financial statements under clause (i) above in or (ii) above, a certificate of a Financial Officer of Tenant certifying as to whether a default has occurred under this Master Lease and, if a default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining;thereto; and (iv) within sixty (60) days after the amount beginning of each Fiscal Year, a detailed consolidated budget for such Fiscal Year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the distribution set end of and for such Fiscal Year and setting forth the assumptions used in paragraph (ipreparing such budget) above in respect and, promptly when available, any significant revisions of principal and such budget approved by the amount thereof in respect board of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfalldirectors of Tenant; (v) promptly after the amount same become publicly available, copies of Excess Interest paid all periodic and other reports, proxy statements and other materials filed by Tenant or any of its Subsidiaries with the SEC or with any national securities exchange, or distributed by Tenant to its shareholders generally, as principal;the case may be; and (vi) prompt Notice to Landlord of any action, proposal or investigation by any agency or entity, or complaint to such agency or entity, (any of which is called a “Proceeding”), known to Tenant, the Servicing Fee and the Trustee Fee (including the separate amounts payable result of which Proceeding would reasonably be expected to each be to revoke or suspend or terminate or modify in a way adverse to Tenant, or fail to renew or fully continue in effect, any license or certificate or operating authority pursuant to which Tenant carries on any part of the Trustee and its Custodian); (vii) the Pool Balance as Primary Intended Use of all or any portion of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Leased Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 2 contracts

Sources: Master Lease (Windstream Services, LLC), Master Lease (Communications Sales & Leasing, Inc.)

Statements. (a) Not later than 1:00 p.m., New York time, on Tenant shall furnish the fifth Business Day prior following statements to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereofLandlord: (i) Available Funds Within sixty-five (65) days after the end of Tenant Parent’s Fiscal Year or within five (5) Business Days following the filing by Tenant’s Parent of its annual report on Form 10-K with the SEC with respect to such Fiscal Year (commencing with the first full Fiscal Year ending after the Commencement Date), whichever is later: (x) Tenant’s Parent’s Financial Statements and Tenant’s Financial Statements; (y) a certificate, executed by an officer of Tenant’s Parent (a) certifying that no default has occurred under this Master Lease or, if such a default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto, and (b) setting forth the calculation of the financial covenants set forth in Section 23.3 hereof in reasonable detail as of such Fiscal Year (commencing with the first full Fiscal Year ending after the Commencement Date); and (z) a report with respect to Tenant’s Parent’s Financial Statements from Tenant’s Parent’s accountants, which report shall be unqualified as to going concern and scope of audit of Tenant’s Parent and its Subsidiaries (excluding any qualification as to going concern relating to any debt maturities in the twelve month period following the date of such audit or any projected financial performance or covenant default in any Material Indebtedness or this Master Lease in such twelve month period) and shall provide in substance that (a) such consolidated financial statements present fairly the consolidated financial position of Tenant’s Parent and its Subsidiaries as at the dates indicated and the Certificate Rate for each Class results of their operations and cash flow for the related Distribution Dateperiods indicated in conformity with GAAP and (b) that the examination by Tenant’s Parent’s accountants in connection with Tenant’s Parent’s Financial Statements has been made in accordance with generally accepted auditing standards; provided, however, it is understood that with respect to Tenant’s Financial Statements, such Financial Statements will not be audited, however, the officer’s certificate provided under subclause (y) above shall further certify that the financial position and results of operations of Tenant and its Subsidiaries are reflected in the Tenant Financial Statements and roll up into the Financial Statements of Tenant’s Parent on a consolidated basis in accordance with GAAP (subject to normal year-end audit adjustments); (ii) Within forty-five (45) days after the aggregate amount end of each of the distribution first three (3) fiscal quarters of Tenant’s Parent’s Fiscal Year or within five (5) Business Days following the filing by Tenant’s Parent of its quarterly report on Form 10-Q with the SEC with respect to each Class such fiscal quarter (commencing with the first full fiscal quarter ending after the Commencement Date for which a filing of Certificates Form 10-Q with the SEC is required), whichever is later, a copy of Tenant’s Parent and Tenant’s Financial Statements for such period, together with a certificate, executed by an officer of Tenant’s Parent (i) certifying that no default has occurred under this Master Lease or, if such a default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto, (ii) setting forth the calculation of the financial covenants set forth in Section 23.3 hereof in reasonable detail as of such quarter, to the extent one complete Test Period has been completed following the Commencement Date and (iii) certifying that such Financial Statements fairly present, in all material respects, the financial position and results of operations of Tenant’s Parent, Tenant and their respective Subsidiaries on such Distribution Datea consolidated basis in accordance with GAAP (subject to normal year-end audit adjustments); (iii) Promptly following Landlord’s request from time to time, (a) such additional financial information and projections as may be reasonably requested by Landlord concerning Tenant, its Subsidiaries and the amount Guarantors in connection with syndications, private placements, or public offerings of GLP’s or Landlord’s debt securities or loans or equity or hybrid securities and (b) such additional information and unaudited quarterly financial information concerning the Leased Property and Tenant as Landlord or GLP may require for its ongoing filings with the SEC under both the Securities Act and the Securities Exchange Act of 1934, as amended, including, but not limited to 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord or GLP during the Term of this Master Lease, the Internal Revenue Service (with respect to GLP’s qualification as a “real estate investment trust” (within the meaning of Section 856(a) of the distribution set forth in paragraph Code)) and any other federal, state or local regulatory agency (iwith respect to GLP’s qualification as a “real estate investment trust” (within the meaning of Section 856(a) above in respect of interest and the amount thereof in respect Code)) with jurisdiction over GLP or its Subsidiaries subject to Section 23.1(c) below); provided that any such information or projections shall be delivered to Landlord subject to the provisions of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remainingSection 23.2 below; (iv) the amount of the distribution set forth in paragraph Within thirty-five (i35) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar month, quarter and fiscal year, a copy of Tenant’s income statement for such month, quarter or fiscal year, as applicable, and Tenant’s balance sheet as of the Trustee shall furnish end of such month, quarter and fiscal year, as applicable (each of which may be subject to quarterly and year-end adjustments and the absence of footnotes); provided, however, that with respect to each Person who at any time during calendar quarter, Tenant shall provide such financial reports for the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information final month thereof as soon as is reasonably necessary practicable following the closing of the books for such month and in sufficient time so that Landlord or its Affiliates is able to provide include the operational results for the entire quarter in its current Form 10-Q or Form 10-K (or supplemental report filed in connection therewith); (v) Prompt Notice to Landlord of any action, proposal or investigation by any agency or entity, or complaint to such Person agency or entity, (any of which is called a statement containing “Proceeding”), known to Tenant, the information set forth result of which Proceeding would reasonably be expected to be to revoke or suspend or terminate or modify in subclauses (iii) and (iv) abovea way adverse to Tenant, aggregated for such calendar year or applicable portion thereof during fail to renew or fully continue in effect, any license or certificate or operating authority pursuant to which such Person was a Certificateholder. Such obligation Tenant carries on any part of the Trustee shall be deemed to have been satisfied to Primary Intended Use of all or any portion of the extent that substantially comparable information shall be Leased Property; (vi) As soon as it is prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. no event later than sixty (c60) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time days after the end of each calendar yearFiscal Year, the Trustee shall deliver to a capital and revenue and EBITDA budget for each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary Facility for that Fiscal Year; and (vii) Tenant further agrees to provide the financial and operational reports to be delivered to Landlord under this Master Lease in such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall electronic format(s) as may reasonably be deemed to have been satisfied to the extent that substantially comparable information shall be prepared required by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as Landlord from time to time in force. order to (ei) The Servicer facilitate Landlord’s internal financial and the Trustee shall furnish reporting database and (ii) permit Landlord to the Depositorcalculate any rent, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special fee or other reports or information, whether or not provided for herein, as payments due under Ground Leases. Tenant also agrees that Landlord shall be necessary, reasonable or appropriate have audit rights with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies confirm Tenant’s compliance with this Master Lease terms (including, without limitation, calculation of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this AgreementNet Revenues).

Appears in 2 contracts

Sources: Master Lease (Boyd Gaming Corp), Master Lease (Gaming & Leisure Properties, Inc.)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth 18th calendar day of each month, or if such 18th day is not a Business Day prior to each Distribution DateDay, the immediately preceding Business Day, the Servicer shall deliver to the Trustee Master Servicer who shall deliver to the Securities Administrator by electronic means reasonably acceptable to the Master Servicer, a computer file containing the loan level information set forth in Exhibits U, V and W hereto necessary to permit the Trustee Master Servicer to perform its obligations hereunder and the Securities Administrator to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee Master Servicer or the Securities Administrator shall reasonably require, and the Seller hereby agrees to provide the Trustee Master Servicer and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. . (b) Not later than each Distribution Date the Trustee Securities Administrator shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer and the Master Servicer, as applicable, upon which the Trustee Securities Administrator shall conclusively rely without independent verification thereof: (i) the Available Funds and the Certificate Pass-Through Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (iii) above in respect of interest and interest, the amount thereof in respect of any Class Interest Carryover Shortfall, Shortfall and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (iii) above in respect of principal and the amount thereof in respect of the Class Principal Carryover ShortfallAllocated Realized Loss Amount, and any remaining Class Principal Carryover ShortfallAllocated Realized Loss Amount; (v) the amount of Excess Interest paid distributed as principal; (vi) the aggregate amount of the Servicing Fee and the Trustee Master Servicing Fee (including the separate amounts payable to each of the Trustee and its Custodian)for such Distribution Date; (vii) the Pool Balance and the aggregate Principal Balance of the Mortgage Loans in each Loan Group as of the close of business on the last day of the preceding Due Period; (viii) the Class Certificate Principal Balance of each Class of Certificates after giving effect to payments distributions allocated to principal aboveprincipal; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviiixvii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xixxviii) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xxxix) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxixx) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth) (for the avoidance of doubt, delinquencies in this clause (xx) are measured in accordance with the OTS method); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiiixxi) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer) (xxii) the amount of Basis Risk Shortfall Amount distributed to the Offered Certificates and the amount of Basis Risk Shortfall Amount remaining for each Class; (xxiii) the amount of any Net Swap Payments or Swap Termination Payments; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each whether a Stepdown Date or Trigger Event is in effect on such Class;Distribution Date; and (xxv) the amount on deposit in the Net Rate Cap Fundapplicable Record Dates, Interest Periods and the amounts of each deposit and withdrawal from determination dates for calculating payments for such Account; andDistribution Date. (xxvic) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee Securities Administrator may fully rely upon and shall have no liability with respect to information provided by the Servicer or the Master Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. . (d) The Trustee Securities Administrator will make the Remittance Report and a loan-level data file with mortgage elements as mutually agreed upon by the Securities Administrator and the recepients (and, at its the Securities Administrator’s option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the TrusteeSecurities Administrator’s internet website. The TrusteeSecurities Administrator’s internet website shall initially be located at “w▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the TrusteeSecurities Administrator’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee Securities Administrator shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee Securities Administrator shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the TrusteeSecurities Administrator’s internet website, the Trustee Securities Administrator may require registration and the acceptance of a disclaimer. The Trustee Securities Administrator will not be liable for the dissemination of information in accordance with this Agreement. The Trustee Securities Administrator shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). For all purposes of this Agreement, with respect to any Mortgage Loan, delinquencies shall be determined by the Securities Administrator from information provided by the Servicer and reported by the Securities Administrator based on the OTS methodology for determining delinquencies on mortgage loans similar to the Mortgage Loans. By way of example, a Mortgage Loan would be delinquent with respect to a Monthly Payment due on a Due Date if such Monthly Payment is not made by the close of business on the Mortgage Loan’s next succeeding Due Date, and a Mortgage Loan would be more than 30-days delinquent with respect to such Monthly Payment if such Monthly Payment were not made by the close of business on the Mortgage Loan’s second succeeding Due Date (the “OTS Method”). The Servicer hereby represents and warrants to the Depositor that this delinquency recognition policy is not less restrictive than any delinquency recognition policy established by the primary safety and soundness regulator, if any, of the Servicer. (be) Within a reasonable period of time after the end of each calendar year, the Trustee Securities Administrator shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee Securities Administrator shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee Securities Administrator to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (cf) On each Distribution Date, the Trustee Securities Administrator shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee Securities Administrator deems necessary or appropriate. (dg) Within a reasonable period of time after the end of each calendar year, the Trustee Securities Administrator shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee Securities Administrator shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee Securities Administrator or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (eh) The Servicer, the Master Servicer and the Trustee Securities Administrator shall furnish to the Depositor, the Seller Seller, the Trustee and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or informationinformation for which the Securities Administrator has the necessary information to prepare such report and in a format acceptable to the Securities Administrator, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer, the Master Servicer and the Trustee Securities Administrator shall be entitled to be reimbursed by the Depositor, the Seller or such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (fi) Reports and computer diskettes or files furnished by the Servicer or the Master Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement. (j) For each Distribution Date, through and including the Distribution Date in December 2007, the Securities Administrator shall calculate the Significance Percentage of the Interest Rate Swap Agreement. If on any such Distribution Date, the Significance Percentage is equal to or greater than 9%, the Securities Administrator shall promptly notify the Depositor and the Depositor, on behalf of the Securities Administrator, shall obtain the financial information required to be delivered by the Swap Provider pursuant to the terms of the Interest Rate Swap Agreement. If, on any succeeding Distribution Date through and including the Distribution Date in December 2007, the Significance Percentage is equal to or greater than 10%, the Securities Administrator shall promptly notify the Depositor and the Depositor shall, within 5 Business Days of such Distribution Date, deliver to the Securities Administrator the financial information provided to it by the Swap Provider for inclusion in the Form 10-D relating to such Distribution Date. With respect to any Distribution Date, for purposes of determining the numerator of the fraction that constitutes the Significance Percentage, the interest rate used to project future amounts payable under the Interest Rate Swap Agreement shall be equal to the highest rate reflected on the Implied Forwards Curve available at Bloomberg Financial Markets, L.P. for the remaining term of the Interest Rate Swap Agreement plus the percentage equivalent of a fraction, the numerator of which is 3.00% and the denominator of which is the remaining Distribution Dates on which the Securities Administrator is entitled to receive payments under the Interest Rate Swap Agreement). The discount rate used to determine the net present value of the estimated future amounts payable shall be equal to the lowest rate reflected on the Implied Forwards Curve. The Securities Administrator shall obtain the Implied Forwards Curve from Bloomberg within 15 Business Days of the respective Distribution Date. To determine the Implied Forwards Curve for such Distribution Date, the Securities Administrator shall take the following steps on the Bloomberg terminal: (1) the following keystrokes shall be entered: fwcv , 32 (or any such other number as represents the United States) , 3 ; (2) the Forwards shall be set to “1-Mo”; (3) the Intervals shall be set to “1-Mo”; and (4) the Points shall be set to equal the remaining term of the Interest Rate Swap Agreement in months and the Securities Administrator shall click . For purposes of estimating future amounts payable under the Interest Rate Swap Agreement, the accrual period for both the Fixed Amounts and the Floating Amounts (as defined in the Interest Rate Swap Agreement) shall be assumed to be a 30-day period in a 360-day year.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Renaissance Home Equity Loan Trust 2007-3), Pooling and Servicing Agreement (Renaissance Home Equity Loan Trust 2007-3)

Statements. Tenant shall furnish the following statements to Landlord: (a) Not later than 1:00 p.m.Tenant shall, New York timeas soon as available and in any event within one hundred twenty (120) days after the end of each Fiscal Year, on provide to Landlord annual audited financial statements of Guarantors and Tenant for such Fiscal Year, including therein the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below balance sheets of Guarantors and Tenant as of the end of the preceding Prepayment Period or Due Periodsuch Fiscal Year and statements of earnings and statements of cash flow of Guarantors and Tenant for such Fiscal Year, as applicable, in each case certified in a manner acceptable to Landlord by independent certified public accountants of recognized national standing selected by Tenant and such other information as the Trustee shall reasonably require, and the Seller hereby agrees acceptable to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement Landlord (the “Remittance Report”) containing the information set forth below with respect to form of such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment certification to be made reasonably satisfactory to Landlord), prepared in accordance with GAAP, except as otherwise noted therein, on a basis consistent with prior periods and fairly presenting the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO financial condition of Guarantors and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and Tenant at the end of such Fiscal Year and the related Due Period;immediately preceding Fiscal Year and in comparative columnar form. (xxb) Tenant shall, as soon as available and in any event within forty-five (45) days after the amount end of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage each Quarter, provide to Landlord quarterly financial statements of the Cut-Off Date Pool Balance; (xxi) Tenant for such Quarter, including therein the balance sheets of Guarantors and Tenant as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreementssuch Quarter, and the amount statements of Net Rate Cap Carryover remaining earnings and statements of cash flow of Guarantor and Tenant for such Quarter, in each case certified in a manner acceptable to Landlord by such Class; (xxv) the amount on deposit entity’s chief accounting officer as being prepared in the Net Rate Cap Fundaccordance with GAAP, except as otherwise noted therein, and the amounts that such quarterly financial statements fairly present to financial condition of each deposit of Guarantors and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount Tenant as of the related Cutend of such Quarter and year-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇to-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto)date. (bc) Within a reasonable period of time within thirty (30) days after the end of each calendar yearmonth of each Fiscal Year (including the twelfth month of each Fiscal Year), a “balance sheet” and statements of revenues and expenses for the Trustee shall furnish to each Person who at any time during Premises, all prepared by Tenant’s management in accordance with GAAP, but without footnotes, except as otherwise noted therein, on a basis consistent with prior periods, and fairly presenting the calendar year was a Holder financial condition of a Regular Certificate, if requested in writing by such Personthe Premises’ operation; without limiting the foregoing, such information as is reasonably necessary to provide to such Person statements shall include a statement containing the information set forth in subclauses (iii) table of Occupants by payor source and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with include such other information as the Trustee deems necessary or appropriatemay reasonably be requested by Landlord. (d) Within with the statements submitted pursuant to subsections (a) and (b) of this Section, a reasonable period certificate signed on behalf of Tenant by the principal financial or accounting officer of Tenant to the effect that no Event of Default specified herein nor any event which, upon n any accident, injury to or death of Persons or loss of or damage to property occurring on or about the Premises or adjoining sidewalks thereto notice or with the passage of time after the end or both, would constitute such an Event of Default has occurred and is continuing, or, in each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholdercase, if requested in writing by any such PersonEvent of Default or event has occurred and is continuing, such information as is reasonably necessary to provide to such Person a statement containing specifying the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the nature and extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force.thereof; (e) The Servicer semi-annually, summary reports of the Hospitals’ inpatient/outpatient volume statistics and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term list of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably requiremedical staff; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable.and (f) Reports promptly, from time to time, such other information regarding the operations, business affairs and computer diskettes financial condition of Tenant as Landlord may reasonably request, including, without limitation, prompt notice of any Event of Default or files furnished by any event which, with the Servicer pursuant to this Agreement shall be deemed confidential passage of time or the giving of notice, or both, would constitute an Event of Default and prompt notice of a proprietary natureany action, and shall not be copied suit or distributed except to the extent required by proceeding at law or to in equity or by or before any governmental instrumentality or other agency which, if adversely determined, would materially adversely affect Tenant’s or the Rating Agencies. No Person entitled to receive copies of such reports Premises’ business, operations, properties, assets or diskettes condition, financial or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreementotherwise.

Appears in 2 contracts

Sources: Lease (Global Medical REIT Inc.), Purchase Agreement (Global Medical REIT Inc.)

Statements. (a) Not No later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Determination Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Indenture Trustee and the Securities Insurer a magnetic tape or computer disk providing such information regarding the Servicer's activities in servicing the Home Loans during the related Due Period as the Indenture Trustee and the Securities Insurer may reasonably require. (1) Subject to the modification of the Servicer's Monthly Statement by the Servicer with an amended Prepayment Charge Schedulethe prior written consent of the Securities Insurer and the Indenture Trustee, if required, at such time. Not no later than three (3) Business Days before each Distribution Date Date, the Servicer shall prepare and the Indenture Trustee shall prepare distribute a monthly statement (the “Remittance Report”"Servicer's Monthly Statement") containing to the information set forth below with respect to such Distribution DateSeller, which information shall be based solely upon the loan level information furnished by Securityholders, the Servicer upon which Securities Insurer and the Trustee shall conclusively rely without independent verification thereof:Rating Agencies, stating the date of original issuance of the Securities (day, month and year), the name of the Issuer (i.e. "FIRSTPLUS (i) the Available Funds Collection Amount and the Certificate Rate for each Class Required Distribution Amount for the related Distribution Date; (ii) the aggregate amount of amount, if any, on deposit in the distribution to each Class of Certificates Pre-Funding Account and the Capitalized Interest Account on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) Notes, the Overcollateralization Amount Certificate Principal Balance of the Certificates, and the Required Overcollateralization Amount Pool Principal Balance (including, until the Funding Period ends, the amount remaining in the Pre-Funding Account and the Capitalized Interest Account as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due PeriodPeriod and after giving effect to distributions made to the holders of such Securities on such Distribution Date; (xviiiiv) the Class Pool Factor with respect to each Class of Notes then outstanding and the Certificate Pool Factor with respect to the Certificates then outstanding; (v) the amount of all payments or reimbursements to principal and interest received on the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Home Loans outstanding at the beginning and at the end of during the related Due Period; (xxvi) the amount of Liquidation Loan Losses experienced during the preceding Due Period Noteholders' Distributable Amount and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool BalanceCertificateholders' Distributable Amount; (xxivii) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, of the Excess Overcollateralization Amount and, if applicable, the Overcollateralization Reduction Amount or any other amount to be distributed to the Securityholders or the holders of the Residual Interest on deposit in the First Payment Loan Accountsuch Distribution Date; (xxiiiviii) the number Servicing Compensation, the Indenture Trustee Fee, the Owner Trustee Fee and aggregate Principal Balance the Guaranty Insurance Premium for such Distribution Date; (ix) the Overcollateralization Amount on such Distribution Date, the Required Overcollateralization Amount as of Mortgage Loanssuch Distribution Date, other than Mortgage Loans in default or imminent default, that were modified by the Servicer Net Loan Losses incurred during the related Due Period (and the cumulative Net Loan Losses as reported by the Servicer)of such Distribution Date; (xxivx) the Reserve Account Requirement and the amount remaining on deposit in the Reserve Account on such Distribution Date after giving effect to the distributions made to Securityholders on such Distribution Date; (xi) the weighted average maturity of Net the Home Loans and the weighted average Home Loan Interest Rate Cap Carryover distributed to each Class of Offered Certificates the Home Loans; 80 (other than the Class A-IO Certificates)xii) certain performance information, stating separately any amounts received from the cap provider including delinquency and foreclosure information with respect to the Interest Rate Cap AgreementsHome Loans, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.the Servicer's Monthly Remittance Report;

Appears in 1 contract

Sources: Sale and Servicing Agreement (Firstplus Investment Corp)

Statements. (a) Not later than 1:00 p.m.12:00 noon, New York time, on the fifth Business Day prior to each Distribution Determination Date, the Master Servicer shall deliver to the Trustee by electronic means a computer file containing tape (or such other report in a form and format mutually agreeable to the loan level information necessary Master Servicer and the Trustee) as to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below each Mortgage Loan as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each 12:00 noon, New York time, on the Distribution Date Date, the Trustee shall prepare make available to the Master Servicer, the Seller, the Certificate Insurer and the Cap Provider, by telecopy or electronically (as provided below), a statement (the "Trustee's Remittance Report") (based solely on the information contained on the computer tape upon which the Trustee may conclusively rely) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) The Available Funds for each Certificate Group and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) The Class Principal Balance of each Class, the aggregate amount Pool Principal Balance and the Loan Group Principal Balance of the distribution to Mortgage Loans in each Loan Group as reported in the prior Trustee's Remittance Report or, in the case of the first Determination Date, the Original Class Certificate Principal Balance of Certificates on such Distribution Dateeach Class, the Cut-Off Date Pool Principal Balance and the Cut-Off Date Loan Group Principal Balance of the Mortgage Loans in each Loan Group; (iii) the The aggregate amount of collections received on the distribution set forth in paragraph (i) above Mortgage Loans on or prior to such Determination Date in respect of interest and the amount thereof preceding Due Period, separately stating the amounts received in respect of any Class Interest Carryover Shortfall, principal and the amount of any Class Interest Carryover Shortfall remaininginterest; (iv) The number and Principal Balances of all Mortgage Loans that were the amount subject of Principal Prepayments during the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover ShortfallDue Period; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the The amount of all Curtailments that were received during the Due Period; (xiiivi) the The principal portion of all Monthly Payments received during the Due Period; (xivvii) the The interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xvviii) The amount required to be paid by the Seller or Master Servicer (reported separately) pursuant to Sections 2.03, 2.06 or 3.01(f); (ix) The amount of the Monthly Advances and the Compensating Interest payment Payment to be made with respect to such Distribution Date; (x) The Class A Principal Distribution for each Certificate Group for the related Distribution Date, the Class Interest Distribution for the related Distribution Date to be distributed on each Class of Class A Certificates and Class X Certificates and any Net Funds Cap Carryover Amounts to be distributed on the Group 2 Certificates on the related Distribution Date; (xi) The amount, if any, of the outstanding Class Interest Carryover Shortfall and Class A Principal Shortfall Amount for each Class after giving effect to the distributions on the related Distribution Date; (xii) The Cap Contract Distributions and the Supplemental Interest Distributions owed, if any, on the related Distribution Date; (xiii) The amount of the Insured Payments, if any, to be made on the Determination related Distribution Date; (xvixiv) the The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certificateholders for the related Distribution Date; (xviixv) The Class Principal Balance for each Class after giving effect to the distribution to be made on the related Distribution Date; (xvi) The weighted average remaining term to maturity of the Mortgage Loans in each Loan Group and the weighted average Loan Rate as of in each Loan Group; (xvii) The Master Servicing Fee to be paid to the first day of the related Due PeriodMaster Servicer; (xviii) The aggregate Premium Amount to be paid to the Certificate Insurer pursuant to Section 5.01; (xix) The amount of all payments or reimbursements to the Master Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer)Section 3.03; (xixxx) The Pool Factor for each Class of Class A Certificates using the balances in subclause (xiv) above, computed to six (6) decimal places; (xxi) The Base Spread Account Requirement for each Loan Group on the related Distribution Date and the amount on deposit therein for each Loan Group after giving effect to withdrawals therefrom on such Distribution Date; (xxii) The number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xxxxiii) The Pool Principal Balance and the amount Loan Group Principal Balance for each Loan Group, each as of Liquidation Loan Losses experienced during the preceding end of the Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balancerelated to such Distribution Date; (xxixxiv) Separately stated for each Loan Group, the number and aggregate Principal Balances of Mortgage Loans (w) as to which the Monthly Payment is delinquent for 30-59 days, 60-89 days and 90 or more days, respectively, (x) that have become REO Properties, in each case as of the end of the preceding calendar monthDue Period, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which y) that are in foreclosure; foreclosure and (z) the number and Principal Balance Mortgagor of Mortgage Loans in bankruptcy; and which is the number and Principal Balance subject of Mortgage Loans which are REO Property, each separately set forth)any bankruptcy or insolvency proceeding; (xxiixxv) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan AccountThe unpaid principal amount of all Mortgage Loans that became Liquidated Mortgage Loans during such Due Period; (xxiiixxvi) The Net Liquidation Proceeds received during such Due Period; (xxvii) The book value (within the number and aggregate Principal Balance meaning of Mortgage Loans12 C.F.R.ss. 571.13 or comparable provision) of any real estate acqu▇▇▇▇ ▇▇▇ough foreclosure or grant of a deed in lieu of foreclosure; (xxviii) For so long as the Master Servicer is the Seller, other than Mortgage Loans in default or imminent default, that were modified the Rating Agencies' ratings of the long-term unsecured debt of the Seller (to the extent such information is provided to the Trustee by the Servicer during Certificate Insurer or the related Due Period (as reported by the Master Servicer); (xxivxxix) the amount of Cumulative Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, Losses and the amount Ninety Day+ Rolling Average as of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such AccountDistribution Date; and (xxvixxx) for each Pre-Funding Distribution Date, Such other information as is required by the remaining amount in Code and regulations thereunder to be made available to Holders of the Pre-Funding AccountClass A Certificates. The Trustee shall make available such report to the Master Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at 499 Park Avenue, New York, New York 10022, Attention: Mike Geller) ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇(▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇cle, Needham, ▇▇▇▇▇▇▇▇▇▇tts 02144, Attention: Haro▇ ▇▇▇▇▇▇▇▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇; rovided, Attention: howe▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇s specified in subclause (xviii) on the Distribution Dateshall be deleted from all reports sent to Bloomberg or Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Master Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (ivxii) and (vixvii) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Provident Bank)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior Buyer at its sole expense shall cause to each Distribution Date, the Servicer be prepared and shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below Select an unaudited consolidated statement of Company Revenue as of the end and for each of CY16, CY17 and CY18, and each such statement shall set forth in reasonable detail a calculation of the preceding Prepayment Period Earn-Out for the applicable year (the “Statement”) and shall include all reasonable supporting documentation. Each Statement shall be completed no later than thirty (30) days from the receipt of Buyer’s annual audit for the applicable calendar year. (b) Select may dispute the Statement by delivering a written notice of objection (a “Notice of Objection”) to Buyer within thirty (30) days of receiving the Statement. During the thirty (30)-day period following Select’s receipt of the Statement, Select and its accountants (which may be either Company’s current auditors) shall, at Select’s expense, be permitted reasonable access to review the working papers of Buyer and Buyer’s independent accountant relating to the Statement. If Select agrees with the Statement or Due Perioddoes not give Buyer a Notice of Objection within such thirty (30)-day period, as applicable, the Statement shall become final and such other information as binding and the Trustee Sellers and Buyer shall reasonably requirehave no further rights to disagree therewith, and the Seller hereby agrees to provide payment of the Trustee and the Servicer with an amended Prepayment Charge Scheduleappropriate Earn-Out Consideration, if requiredany, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect as determined pursuant to such Distribution DateSection 1 of this Exhibit A, which information shall be based solely upon made to the loan level information furnished by the Servicer upon which the Trustee Sellers. A Notice of Objection shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph reasonable detail all of those items in the Statement that Select disputes, in which case the items specifically identified by Select shall be deemed to be the only items in dispute, and include all reasonable supporting documentation. Buyer and Select will use commercially reasonable efforts to resolve any such dispute during the thirty (i) above 30)-day period commencing on the date Select delivers the Notice of Objection. If Buyer and Select agree in respect of interest writing upon the Statement within such thirty (30)-day period, the Statement shall become final and binding and the amount thereof in respect of any Class Interest Carryover ShortfallSellers and Buyer shall have no further rights to disagree therewith, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount payment of the distribution set forth in paragraph (i) above in respect appropriate Earn-Out Consideration, if any, as determined pursuant to Section 1 of principal and the amount thereof in respect of the Class Principal Carryover Shortfallthis Exhibit A, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to shall be made on the Determination Date; (xvi) the amount to be distributed to the Class P CertificatesSellers. If, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; thirty (xx30)-day period, Buyer and Select have not so resolved such differences, then the items in dispute shall be submitted promptly to the Arbiter. The Arbiter shall be instructed to render a determination of the applicable dispute within thirty (30) days after referral of the amount matter to the Arbiter, which determination must be in writing and must set forth, in reasonable detail, the basis therefor. The determination of Liquidation Loan Losses experienced during the preceding Due Period Arbiter shall (absent manifest error or fraud) be conclusive and binding upon Buyer, the Companies and the Cumulative Net Losses as a percentage Sellers and judgment may be entered upon the determination of the Cut-Off Date Pool Balance; (xxi) as of Arbiter in any court having jurisdiction over the end of the preceding calendar monthparty against which such determination is to be enforced. The Arbiter shall determine, the number based solely on presentations by Buyer and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number Select and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number their respective representatives, and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Propertynot by independent review, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit only those items disputed in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance Notice of Mortgage Loans, other than Mortgage Loans in default or imminent default, Objection that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely have not been agreed upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Personthe parties and shall not otherwise investigate any matter independently. In resolving any disputed item, such information as is reasonably necessary the Arbiter shall be bound by the Accounting Principles Consistently Applied, the definitions of Annualized Company Revenue and Company Revenue and the resulting Earn-Out Consideration and the other requirements of the provisions of this Exhibit A, and shall not assign a value to provide to such Person a statement containing any item greater than the information set forth in subclauses (iii) and (iv) above, aggregated greatest value for such calendar year item claimed by either party or applicable portion thereof during which less than the smallest value for such Person was a Certificateholderitem claimed by either party. Such obligation of Notwithstanding any provisions hereof to the Trustee contrary, the Arbiter shall be deemed to have been satisfied be acting as an expert and not as an arbitrator and shall decide only those issues as to which the parties are not in agreement on the grounds that the Statement delivered by Buyer pursuant to Section 3(a) of this Exhibit A was not prepared in accordance with the terms of this Earn-Out, is based on incomplete or inaccurate information or contains computational errors. The fees, costs and expenses of the Arbiter (i) shall be paid by Buyer in the proportion that the aggregate dollar amount of such disputed items so submitted that are successfully disputed by Select (as finally determined by the Arbiter) bears to the extent that substantially comparable information aggregate dollar amount of such items so submitted and (ii) shall be prepared and furnished paid by Select in the proportion that the aggregate dollar amount of such disputed items so submitted that are unsuccessfully disputed by Select (as finally determined by the Trustee Arbiter) bears to Certificateholders pursuant to any requirements the aggregate dollar amount of such items so submitted. Each of the Code as are in force from time to time. (c) On each Distribution DateBuyer, the Trustee Companies and the Sellers shall cooperate with, make their relevant financial records available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a otherwise provide reasonable period of time after the end of each calendar year, the Trustee shall deliver assistance to each Person who other and their respective accountants and other representatives, in each case, at any time the requesting party’s sole cost and expense, at reasonable times during regular business hours in connection with the calendar year was a Class R Certificateholder, if requested in writing preparation by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing)Buyer, during the term review by Buyer or Select of, and the resolution of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate any objections with respect to to, the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably requireStatement; provided that the Servicer and the Trustee in order to review an accountant’s working papers, Buyer or Select (or their respective representatives) shall be entitled to be reimbursed execute any releases or waivers customarily required by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced accountant in the ordinary course of their respective businesses or readily obtainableconnection therewith. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Stock Purchase Agreement (Select Medical Corp)

Statements. (a) Not No later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Determination Date, the Servicer shall deliver to the Indenture Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through a printed report setting forth the payments and collections received with respect to the Loans during the Due Period for the month immediately preceding the month in which such Determination Date occurs (xxvieach such tape, a "Servicer Remittance Report") below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and (ii),if not included in the Servicer with Remittance Report, a printed report and an amended Prepayment Charge Scheduleelectromagnetic tape in computer readable format, if requiredsetting forth the information described in clauses (A) - (I) of Section 6.1(b) for the month immediately preceding the month in which such Determination Date occurs (such report, at such timea "Delinquency Report"). Not Furthermore, no later than each Determination Date, the Servicer shall deliver to the Indenture Trustee a magnetic tape or computer disk providing such information regarding the Servicer's activities in servicing the Loans during the related Due Period as the Indenture Trustee may reasonably require. (b) On each Distribution Date the Date, Indenture Trustee shall prepare distribute, based on information provided by the Servicer, a monthly statement (the “Remittance Report”) containing "Distribution Statement"), to the information set forth below with respect to such Distribution DateDepositor, which information shall be based solely upon the loan level information furnished by Securityholders and the Servicer upon which Rating Agencies, stating the Trustee shall conclusively rely without independent verification thereofdate of original issuance of the Securities (day, month and year), the name of the Issuer (i.e. "_______________ Trust ____________"), the series designation of the Notes (i.e., "Series ___________"), the date of this Agreement and the following information: (i) the Available Funds Collection Amount and the Certificate Rate for each Class Available Distribution Amount for the related Distribution Date; (ii) the aggregate amount Class Principal Balance of the distribution to each Class of Certificates Notes before and after giving effect to distributions made to the holders of such Securities on such Distribution Date, and the Pool Principal Balance as of the first and last day of the related Due Period; (iii) the amount Class Factor with respect to each Class of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remainingSecurities then outstanding; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and interest received on the amount thereof in respect of Loans during the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfallrelated Due Period; (v) with respect to each Class of Notes, the amount of Excess Interest paid as principalOptimal Principal Balance thereof; (vi) the Servicing Fee Overcollateralization Deficiency Amount, and any amount to be distributed to the Trustee Fee (including Noteholders or the separate amounts payable to each holders of the Trustee and its Custodian)Residual Interests on such Distribution Date; (vii) the Pool Servicing Compensation, the Indenture Trustee Fee, the Owner Trustee Fee and the Custodial Fee for such Distribution Date; (viii) the Overcollateralization Amount on such Distribution Date, the Overcollateralization Target Amount as of such Distribution Date, the Net Loan Losses incurred during the related Due Period, the cumulative Net Loan Losses as of such Distribution Date and Allocable Loss Amount for such Distribution Date; (ix) the weighted average maturity of the Loans and the weighted average Loan Interest Rate of the Loans; (x) certain performance information, including delinquency and foreclosure information with respect to the Loans, as set forth in the Servicer's Monthly Remittance Report; and (xi) the Pre-Funding Amount at the end of the related Due Period. In addition, on each Distribution Date the Indenture Trustee shall distribute to each Securityholder, together with the information described above, the following information based solely upon information provided to the Indenture Trustee pursuant to Section 6.1(a) upon which the Indenture Trustee may conclusively rely without independent verification: (A) the number and aggregate Principal Balance (including the percentage equivalent relative to the aggregate Principal Balance of all Loans) of Loans (i) 30-59 days delinquent, (ii) 60-89 days delinquent and (iii) 90 days or more delinquent (which statistics shall include Loans in foreclosure and bankruptcy but which shall exclude Foreclosure Properties), as of the close of business on the last day of the calendar month next preceding Due Periodsuch Distribution Date and the aggregate Principal Balances of all Loans as of such date; (viiiB) the Class number of, and aggregate Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; of, all Loans in foreclosure proceedings (ixother than any Loans described in clause (C)) the Overcollateralization Amount and the Required Overcollateralization Amount percent of the aggregate Principal Balances of such Loans to the aggregate Principal Balances of all Loans, all as of the close of business on the Distribution Date, after giving effect to distributions last day of principal on the calendar month next preceding such Distribution Date; (xC) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing the number of, and the calculation thereof; aggregate Principal Balance of, the related Loans in bankruptcy proceedings (xiother than any Loans described in clause (B)) and the percent of the aggregate amount Principal Balances of such Loans to the aggregate Principal Prepayments received during the related Prepayment Period; (xii) the amount Balances of all Curtailments that were received during Loans, all as of the Due Period; (xiii) the principal portion close of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received business on the Mortgage Loans during the Due Period; (xv) the amount last day of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the calendar month next preceding such Distribution Date; (xviiD) the weighted average remaining term to maturity number of Foreclosure Properties, the aggregate Principal Balances of the Mortgage Loans related Loans, the book value of such Foreclosure Properties and the weighted average Loan Rate percent of the aggregate Principal Balances of such Loans to the aggregate Principal Balances of all Loans, all as of the first close of business on the last day of the calendar month next preceding such Distribution Date; (E) for each Foreclosure Property, the Principal Balance of the related Loan, the loan number of such Loan, the value of the Mortgaged Property, the value established by any new appraisal, the estimated cost of disposing of the Loan and the amount of any unreimbursed Servicing Advances; (F) for each Loan which is in foreclosure, the Principal Balance of such Loan, the book value of the Mortgaged Property, the combined loan-to-value ratio as of the date of origination, the combined loan-to-value ratio as of the close of business on the last day of the calendar month next preceding such Distribution Date and the last paid-to-date; (G) the principal balance of each Loan that was modified or extended pursuant to the terms hereof; (H) during the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) , the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance and the loan numbers of Mortgage Loans for each of the following: (A) that became Liquidated Loans, other than Mortgage (B) that became Defective Loans pursuant to Section 3.5 as a result of such Defective Loans being Defective Loans, and (C) that became Defaulted Loans; (I) from the Closing Date through the most current Due Period, the number of and cumulative aggregate Principal Balance of Loans for each of the following: (A) that became Liquidated Loans, (B) that became Defective Loans pursuant to Section 3.5 as a result of such Deleted Home loans being Defective Loans, and (C) that became Defective Loans pursuant to Section 3.5 as a result of such Defective Loans being Defaulted Loans or a Loan in default or imminent default, that were modified including the foregoing amounts by the Servicer during the related Due Period loan type (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.i.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Home Equity Securitization Corp)

Statements. Tenant shall furnish the following statements to Landlord: (a) Not later than 1:00 p.m.Tenant shall, New York timeas soon as available and in any event within one hundred twenty (120) days after the end of each Fiscal Year, on provide to Landlord annual audited financial statements of Guarantor and Tenant for such Fiscal Year, including therein the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below balance sheets of Guarantor and Tenant as of the end of the preceding Prepayment Period or Due Periodsuch Fiscal Year and statements of earnings and statements of cash flow of Guarantor and Tenant for such Fiscal Year, as applicable, in each case certified in a manner acceptable to Landlord by independent certified public accountants of recognized national standing selected by Tenant and such other information as the Trustee shall reasonably require, and the Seller hereby agrees acceptable to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement Landlord (the “Remittance Report”) containing the information set forth below with respect to form of such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment certification to be made reasonably satisfactory to Landlord), prepared in accordance with GAAP, except as otherwise noted therein, on a basis consistent with prior periods and fairly presenting the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO financial condition of Guarantor and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and Tenant at the end of such Fiscal Year and the related Due Period;immediately preceding Fiscal Year and in comparative columnar form. (xxb) Tenant shall, as soon as available and in any event within forty-five (45) days after the amount end of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage each Quarter, provide to Landlord quarterly financial statements of the Cut-Off Date Pool Balance; (xxi) Tenant for such Quarter, including therein the balance sheets of Guarantor and Tenant as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreementssuch Quarter, and the amount statements of Net Rate Cap Carryover remaining earnings and statements of cash flow of Guarantor and Tenant for such Quarter, in each case certified in a manner acceptable to Landlord by such Class; (xxv) the amount on deposit entity’s chief accounting officer as being prepared in the Net Rate Cap Fundaccordance with GAAP, except as otherwise noted therein, and the amounts that such quarterly financial statements fairly present to financial condition of each deposit of Guarantor and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount Tenant as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar such Quarter and year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time-to-date. (c) On each Distribution Datewith the statements submitted pursuant to Subsections (a) and (b) of this Section, a certificate signed on behalf of Tenant by the Trustee shall make available principal financial or accounting officer of Tenant to the Class R Certificateholders effect that no Event of Default specified herein nor any event which, upon notice or with the passage of time or both, would constitute such an Event of Default has occurred and is continuing, or, in each case, if any such Event of Default or event has occurred and is continuing, specifying the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date nature and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate.extent thereof; and (d) Within a reasonable period of time after the end of each calendar yearpromptly, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreementtime, such periodicother information regarding the operations, special business affairs and financial condition of Tenant as Landlord may reasonably request, including, without limitation, prompt notice of any Event of Default or any event which, with the passage of time or the giving of notice, or both, would constitute an Event of Default and prompt notice of any action, suit or proceeding at law or in equity or by or before any governmental instrumentality or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reportsagency which, if such reports are not generally produced in adversely determined, would materially adversely affect Tenant’s or the ordinary course of their respective businesses Premises’ business, operations, properties, assets or readily obtainablecondition, financial or otherwise. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Lease (Global Medical REIT Inc.)

Statements. (a) Not later than 1:00 p.m., 12:00 a.m. New York time, time on the fifth Business Day prior to each Distribution Date, the Servicer Trustee shall deliver to the Trustee by electronic means a computer file containing Servicer, the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, Depositor and the Seller hereby agrees by electronic transmission in the format specified in Exhibit K (unless otherwise agreed to provide by the Trustee and the Servicer parties hereto), with an amended Prepayment Charge Schedulea hard copy thereof to be delivered on such Distribution Date, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the "Trustee's Remittance Report") (based solely on the computer or electronic Servicing Certificate for such Distribution Date provided pursuant to Section 4.1 other than the information contained in subclause (xxv) hereof) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds The principal balance of each Class and the Aggregate Loan Balance as reported in the prior Trustee's Remittance Report, or, in the case of the first Determination Date, the Original Class Certificate Rate for Principal Balance of each Class for Class, and the related Distribution DateInitial Cut-Off Date Aggregate Loan Balance; (ii) the The aggregate amount of collections received on the distribution Mortgage Loans on or prior to each Class the Determination Date in respect of Certificates the preceding Collection Period, separately stating the amounts received in respect of principal and interest and reporting separately, the amounts received in respect of scheduled principal payments and the amounts representing Principal Prepayments; (iii) The amount repaid by the Seller pursuant to Sections 2.2, 2.6 or 2.7; (iv) The amount of the Monthly Advances to be made with respect to such Distribution Date and the amount of outstanding Monthly Advances on such Distribution Date prior to any reimbursement to be made on such Distribution Date; the amount by which the aggregate Compensating Interest for such Distribution Date exceeds the available Monthly Excess Cashflow Amount for such Distribution Date and the amount by which such remaining Compensating Interest exceeds the Servicing Fee for such Distribution Date; (iiiv) the The amount of Special Hazard Coverage available to the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any Senior Certificates remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period;applicable Determination Date. (viiivi) The amount of Bankruptcy Coverage available to the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount Certificateholders remaining as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the applicable Determination Date; (xvivii) The amount of Fraud Coverage available to the amount Certificateholders remaining as of the close of business on the applicable Determination Date; and (viii) The Class Principal Balance of each Class and the Class Principal Balance after giving effect to the distribution to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for made on the Distribution Date; (xviiix) the The weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviiix) the The Servicing Fee; (xi) The amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer)Section 3.3; (xixxii) The amount of Realized Losses incurred in respect of each Loan Group allocable to the related Certificates on the related Distribution Date and the cumulative amount of Realized Losses incurred in respect of each Loan Group allocated to such Certificates since the Initial Cut-Off Date. (xiii) [RESERVED] (xiv) [RESERVED] (xv) [RESERVED] (xvi) The number of Mortgage Loans outstanding at the beginning and at the end of the related Due Collection Period; (xvii) The amount on deposit in the Pre-Funding Account and the Capitalized Interest Account after such Distribution Date; (xviii) The aggregate Liquidation Loss Amount and the related number of Mortgage Loans (reporting separately, sales of Mortgage Loans and foreclosures on Mortgage Loans), if any, for the preceding Collection Period, the cumulative Total Losses and the Rolling Three Month Delinquency Rate; (xix) The Aggregate Loan Balance, as of the end of the Collection Period related to such Distribution Date; (xx) The number and aggregate Loan Balances of Mortgage Loans (w) as to which the amount of Liquidation Monthly Payment is delinquent for 30-59 days, 60-89 days and 90 or more days, respectively (including Mortgage Loans in foreclosure and REO and any Mortgage Loan Losses experienced during if the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; related Mortgagor is subject to an Insolvency Event), (xxix) that have become REO, in each case as of the end of the preceding calendar monthCollection Period, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which y) that are in foreclosure; , and (z) the number and Principal Balance Mortgagor of which is the subject of any bankruptcy or insolvency proceeding; (xxi) The unpaid principal amount of all Mortgage Loans in bankruptcy; and the number and Principal Balance of that became Liquidated Mortgage Loans which are REO Property, each separately set forth)during such Collection Period; (xxii) for The loan number and principal balance as of the close of business on the Distribution Date in April 2004 such month and May 2004, the amount, if any, on deposit in date of acquisition thereof of such Mortgage Loans that become REO during the First Payment Loan Accountpreceding Collection Period; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer The Net Liquidation Proceeds received during the related Due Period (as reported by the Servicer)such Collection Period; (xxiv) The Valuation of any real estate acquired through foreclosure or grant of a deed in lieu of foreclosure as of the amount close of Net Rate Cap Carryover distributed to each Class business on the last Business Day of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class;previous Collection Period; and (xxv) The remaining Pre-Funded Amount, if any, the amount on deposit in Pre- Funding Amount Earnings, the Net Rate Cap Fundbalance of the Capitalized Interest Account, if any, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution DateOverfunded Interest Amount, the remaining amount in the Pre-Funding Accountif any. The Trustee shall make available forward such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) Certificateholders on the such Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (First Union Residential Securitization Transactions Inc)

Statements. (a) Not No later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Determination Date, the Servicer shall deliver to the Indenture Trustee by electronic means a computer file containing facsimile, the loan level information necessary receipt and legibility of which shall be confirmed by telephone, and with hard copy thereof to permit be delivered no later than one (1) Business Day after such Determination Date, the Trustee to calculate Servicer's Monthly Remittance Report, setting forth the information required by clauses date of such Report (i) through (xxvi) below as day, month and year), the name of the end Issuer (i.e. "DiTech Home Loan Owner Trust 1997-1"), the Series designation of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, Notes (i.e. "Series 1997-1") and the Seller hereby agrees to provide date of this Agreement, all in substantially the Trustee and the Servicer with an amended Prepayment Charge Scheduleform set out in Exhibit B hereto. Furthermore, if required, at such time. Not no later than each Determination Date, the Servicer shall deliver to the Indenture Trustee a magnetic tape or computer disk providing such information regarding the Servicer's activities in servicing the Home Loans during the related Due Period as the Indenture Trustee may reasonably require. (b) On each Distribution Date the Date, Indenture Trustee shall prepare distribute, based on information provided by the Servicer, a monthly statement (the “Remittance Report”"Distribution Statement") containing to the information set forth below with respect to such Distribution DateDepositor, which information shall be based solely upon the loan level information furnished by Owner Trustee, the Servicer upon which Securityholders and the Trustee shall conclusively rely without independent verification thereofRating Agencies, stating the date of original issuance of the Notes (day, month and year), the name of the Issuer (i.e. "DiTech Home Loan Owner Trust 1997-1"), the Series designation of the Notes (i.e., "Series 1997-1"), the date of this Agreement and the following information: (i) the Available Funds Collection Amount and the Certificate Rate for each Class Available Distribution Amount for the related Distribution Date; (ii) the aggregate amount Class Principal Balance of the distribution to each Class of Certificates Notes before and after giving effect to distributions made to the holders of such Notes on such Distribution Date, and the Pool Principal Balance as of the first and last day of the related Due Period; (iii) the amount Class Factor with respect to each Class of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remainingNotes then outstanding; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfallprincipal, if any, and any remaining interest to be distributed to each Class Principal Carryover Shortfallof Notes on the related Distribution Date; (v) with respect to each Class of Notes, the amount of Excess Interest paid as principalOptimal Principal Balance thereof; (vi) the Servicing Fee Overcollateralization Deficiency Amount, and any amount to be distributed to the Trustee Fee (including Noteholders or the separate amounts payable to each holders of the Trustee and its Custodian)Residual Interest on such Distribution Date; (vii) the Pool Servicing Compensation, the Indenture Trustee Fee, the Owner Trustee Fee and, the Custodian Fee, if any, for such Distribution Date; (viii) the Overcollateralization Amount on such Distribution Date, the Overcollateralization Target Amount as of such Distribution Date, the Net Loan Losses incurred during the related Due Period, the cumulative Net Loan Losses as of such Distribution Date, the Allocable Loss Amount for such Distribution Date and the application of the Allocable Loss Amount Priority for such Distribution Date; (ix) the weighted average maturity of the Home Loans and the weighted average Home Loan Interest Rate of the Home Loans; (x) certain performance information, including, without limitation, delinquency and foreclosure information with respect to the Home Loans and 60-Day Delinquency Amounts (as defined in the definition of "Six-Month Rolling Delinquency Average" in Section 1.01 hereof), as set forth in the Servicer's Monthly Remittance Report; (xi) the number of and aggregate Principal Balance of all Home Loans in foreclosure proceedings and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the last day of the preceding related Due Period; (viiixii) the Class number of and the aggregate Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount Home Loans in bankruptcy proceedings and the Required Overcollateralization Amount percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first last day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xixxiii) the number of Mortgage Foreclosure Properties, the aggregate Principal Balance of the related Home Loans, the book value of such Foreclosure Properties and the percent of the aggregate Principal Balances of such Home Loans outstanding at to the beginning and at aggregate Principal Balances of all Home Loans, all as of the end close of business on the last day of the related Due Period; (xxxiv) during the related Due Period (and cumulatively, from the Closing Date through the most current Due Period), the number and aggregate Principal Balance of Home Loans for each of the following: (A) that became Defaulted Home Loans, (B) that became Liquidated Home Loans, (C) that became Deleted Home Loans pursuant to Section 3.05 hereof as a result of such Deleted Home Loans being Defective Home Loans, and (D) that became Deleted Home loans pursuant to Section 3.05 hereof as a result of such Deleted Home Loans being Defaulted Home Loans or a Home Loan in default or imminent default, including the foregoing amounts by loan type (i.e., Combination Loans, or Debt Consolidation Loans); (xv) the amount of Liquidation Loan Losses experienced scheduled principal payments and the principal prepayments received with respect to the Home Loans during the preceding Due Period and the Cumulative Net Losses as a percentage of cumulative principal prepayment received since the Cut-Off Date Pool Balanceoff Date; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiiixvi) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Home Loans in default or imminent default, that were modified by 30, 60 or 90 days Delinquent as of the Servicer during close of business on the last day of the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such AccountPeriod; and (xxvixvii) for the aggregate Principal Balance of each PreLoan which has become a Liquidated Loan since the Cut-Funding Distribution Off Date, also expressed as a percentage Pool Principal Balance. In the remaining case of information furnished to Securityholders pursuant to subclause (b)(iv) of this Section 6.01, the amounts shall be expressed as a dollar amount per Note with a $1,000 Denomination. All reports prepared by the Indenture Trustee of the withdrawals from and deposits into the Collection Account will be based in whole or in part upon the Pre-Funding Account. The information provided to the Indenture Trustee shall make available such report to by the Servicer, and the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Indenture Trustee may fully rely upon and shall have no liability with respect to such information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (bc) Within a reasonable period of time after the end of each calendar year, the Indenture Trustee shall furnish prepare and distribute to each Person who that at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, Securityholder such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses subclause (iiib)(iv) and (iv) aboveof this Section 6.01, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to timeSecurityholder. (cd) On each Distribution Date, the Indenture Trustee shall make available forward to the Class R Certificateholders in holders of the same manner as the Remittance Report is made available to all Certificateholders Residual Interest Certificates a copy of the reports forwarded to the Holders of the Regular Certificates Distribution Statement in respect of such Distribution Date and a statement setting forth the amounts actually distributed to such holders of the Class R Certificateholders Residual Interest Certificates on such Distribution Date Date, together with such other information as the Indenture Trustee deems necessary or appropriate. (de) Within a reasonable period of time after the end of each calendar year, the Indenture Trustee shall deliver prepare and distribute to each Person who that at any time during the calendar year was a Class R Certificateholderholder of Residual Interest Certificates, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation holder of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in forceResidual Interest Certificates. (ef) The Servicer and the Indenture Trustee shall furnish forward to the Depositor, the Seller each Noteholder and each Certificateholder (if requested in writing)holder of a Residual Interest Certificate, during the term of this Agreement, such periodic, special or other reports, including information tax returns or reports or information, whether or not provided for hereinrequired with respect to the Notes and the Residual Interest Certificates, as shall be necessary, reasonable reasonable, or appropriate with respect to the Certificateholder Noteholders or the holders of Residual Interest Certificates, or otherwise with respect to the purposes of this Agreement, all such reports or information in the case of the Residual Interest Certificates to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder Majority Residual Interestholders may reasonably require; provided that . (g) Reports and computer tapes furnished by the Servicer and the Indenture Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, nature and shall not be copied or distributed except to in connection with the extent required by law or to the Rating Agenciespurposes and requirements of this Agreement. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders tapes shall use the information therein for the purpose of soliciting the customers of the Seller Depositor or the Servicer or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Ditech Funding Corp Home Loan Owner Trust 1997-1)

Statements. (a) Not later than On or before 1:00 p.m., p.m. New York time, Time on the fifth Business Day prior to ---------- each Distribution Determination Date, the Servicer shall deliver or cause a Subservicer to deliver to the Trustee Certificate Administrator by electronic means transmission in a computer file containing computer-readable format acceptable to the loan level Certificate Administrator, monthly servicer accounting reports sufficient for the Certificate Administrator to perform its responsibilities pursuant to this Agreement. The monthly servicer accounting reports shall contain information necessary as to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below each Home Equity Loan as of the end close of the preceding Prepayment Period or Due Period, as applicable, business immediately prior to such Determination Date and such other information as the Trustee Certificate Administrator shall reasonably require. Such information for each Home Equity Loan shall include among other items, but not be limited to, ending Stated Principal Balance, Advances (separately stated for principal and interest), Realized Losses, the date the last Scheduled Monthly Payment was paid, Principal Prepayments, Scheduled Monthly Payments of principal and interest, Mortgage Rates, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such timeInterest Shortfalls. Not later than each 12:00 noon New York time two Business Days prior to the Distribution Date Date, the Certificate Administrator shall prepare and deliver to the Trustee shall prepare by telecopy, and hard copy, a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof:. (i) Available Funds and the Certificate Rate for each Class for amount of the related Distribution Datedistribution to Holders of the Class A Certificates allocable to principal, separately identifying (A) the aggregate amount of any Principal Prepayments included therein, and (B) the aggregate of all scheduled payments of principal included therein; (ii) the aggregate amount of the such distribution to each Holders of the Class A Certificates allocable to interest; (iii) the amount of any Insured Amount included in the amounts distributed to the Holders of Class A Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, Carry-Forward Amount and any remaining Class Principal Basis Risk Carryover ShortfallAmount; (v) the amount Class Certificate Principal Balance of Excess Interest paid as principalthe Class A Certificates after giving effect to the distribution of principal made, and the principal portion of Realized Losses, if any, allocated with respect to such Distribution Date; (vi) the Servicing Fee and Pool Stated Principal Balance for the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)following Distribution Date; (vii) the Pool Balance Required Subordinated Amount and the Subordinated Amount as of such Distribution Date; (viii) the Pass-Through Rate for the Class A Certificates for such Distribution Date; (ix) the amount of Advances by the Servicer or the Trustee included in the distribution to the Certificates on such Distribution Date; (x) the number of Home Equity Loans and the weighted average of the Mortgage Rates for the Home Equity Loans outstanding as of the preceding Determination Date; (xi) the number and aggregate principal amounts of delinquent Home Equity Loans (A) delinquent (exclusive of Home Equity Loans in foreclosure) (1) 30 to 59 days, (2) 60 to 89 days and (3) 90 plus days in each case as of the close of business on the last day of Business Day preceding the preceding Due PeriodDetermination Date in the month in which such Distribution Date occurs; (viiixii) the Class Principal Balance total number and aggregate principal balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount any Home Equity Loans in foreclosure and the Required Overcollateralization Amount any REO Properties as of the close of business on the Business Day preceding the Determination Date in the month in which such Distribution DateDate occurs; (xiii) the aggregate of all Realized Losses, relating to Liquidated Loans; (xiv) the amount of any Subordination Deficiency Amount after giving effect to distributions the distribution of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount unpaid principal balance of any Home Equity Loan as to which the Monthly Advances and Servicer has determined not to foreclose because it believes the Compensating Interest payment to related Mortgaged Property may be made on the Determination Datecontaminated with or affected by hazardous wastes or hazardous substances; (xvi) the amount to be distributed of the Servicing Fee and the Administration Fee paid (and not previously reported) with respect to the Class P Certificates, Class BIO related Distribution Date and Class R Certificateholders, respectively the amount by which the Servicing Fee has been reduced by any Prepayment Interest Shortfalls for the related Distribution Date;; and (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Stated Principal Balance of Mortgage the Home Equity Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxiihave been modified pursuant to Section 3.01(f) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and aggregate since the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Closing Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available forward such report to the ServicerCertificate Insurer, the Seller, the Certificateholders, Certificateholders and the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) Agencies on the Distribution Date. The Trustee and the Certificate Administrator may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the telecopy of the Remittance Report and the hard copy thereof, the Trustee may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (ivi) and (viii) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular CertificateClass A Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iiii) and (ivii) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Residual Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates Class A Certificateholders in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Residual Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Residual Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Residual Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special special, or other reports or information, whether or not provided for herein, as shall be necessary, reasonable reasonable, or appropriate with respect to the Certificateholder Certificateholder, or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided provided, that the Servicer and the -------- Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files tapes furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies, the Depositor or the Certificate Insurer. No Person entitled to receive copies of such reports or diskettes or files tapes or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Norwest Asset Acceptance Corp)

Statements. (a) Not later than 1:00 p.m.For each month during the Term, New York timeJCP&L shall prepare and present to NJEA, on or before the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses twentieth (i20th) through (xxvi) below as day of the end of the preceding Prepayment Period or Due Periodsubsequent month, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”in $/kWh) containing the information set forth below for Contract Energy and Capacity delivered to JCP&L during such month in accordance with respect to such Distribution Date, which information Article 4 hereof. Such statement shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: indicate (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii1) the aggregate amount total MWhs of Contract Energy and Capacity delivered or supplied during the month, (2) the calculation of the distribution to each Class of Certificates on Energy Price for such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above Contract Energy and any Delivery Point Adjustment applicable in respect of interest such month pursuant to Section 3.8(f) hereof and the amount thereof in respect of (3) any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate applicable credits or amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer either Party pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month3.6, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property3.7, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements4.1, and the amount 5.2 hereof or any other provision of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee All invoices and statements for amounts payable by one Party to the other Party under this Agreement shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto)$/kWh. (b) Within a reasonable period On or before the fifteenth (15th) day following the end of time after each month during the Term, NJEA shall provide written notice to JCP&L of the amount of Contract Energy delivered to JCP&L hereunder during the preceding month that was delivered from sources other than the Facility. On or before the fifteenth (15th) day following the end of each calendar year during the Term (or partial calendar year, as applicable), NJEA shall provide written notice to JCP&L of the Trustee shall furnish amount of Contract Energy delivered to each Person who at any time JCP&L hereunder during the preceding calendar year (or partial calendar year, as applicable) that was a Holder delivered from sources other than the Facility. If for any calendar year (including, without limitation, the first and last partial calendar years of a Regular Certificatethe Term) the product of the JCP&L Discount multiplied by the number of MWhs of Contract Energy delivered to JCP&L hereunder during such calendar year (or partial calendar year, if requested in writing as applicable) by such Person, such information as or on behalf of NJEA from sources other than the Facility is reasonably necessary to provide to such Person a statement containing greater than the information set forth in subclauses (iii) and (iv) above, aggregated Minimum Energy Price Discount for such calendar year year, then such difference shall be deducted from the amount payable by JCP&L hereunder for the next succeeding month or applicable portion thereof during which such Person was a Certificateholder. Such obligation in the case of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements last year of the Code as are in force from time to time. (c) On each Distribution DateTerm, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, Term invoice for Contract Energy delivered for the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation last month of the Trustee shall Term (which month could be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee a full or Tax Matters Person pursuant to any requirements of the Code as from time to time in forcepartial calendar month). (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Power Purchase Agreement (Esi Tractebel Acquisition Corp)

Statements. (ai) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare and make available to each Holder of Certificates, the Master Servicer, the Swap Provider and the Depositor a statement (the “Remittance Report”) containing the information set setting forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date;Certificates: (ii) the applicable record dates, accrual periods, determination dates for calculating distributions and general distribution dates; (iii) with respect to each Loan Group, the total cash flows received and the general sources thereof; (iv) the amount, if any, of fees or expenses accrued and paid, with an identification of the payee and the general purpose of such fees including the related amount of the Servicing Fees paid to or retained by the Master Servicer for the related Due Period; (v) with respect to each Loan Group, the amount of any Net Swap Payment payable to the trust with respect to the related Loan Group, any related Net Swap Payment payable to the related Swap Provider, any Swap Termination Payment payable to the trust with respect to the related Loan Group and any Swap Termination Payment payable to the Swap Provider; (vi) with respect to each Loan Group, the amount of the related distribution to Holders of each Class allocable to principal, separately identifying (A) the aggregate amount of any Principal Prepayments included therein, (B) the aggregate of all scheduled payments of principal included therein and (C) the Extra Principal Distribution Amount (if any); (vii) with respect to each Loan Group, the amount of such distribution to Holders of each Class allocable to interest and the portion thereof, if any, provided by the related Interest Rate Swap Agreement and the related Yield Maintenance Agreement and the amount of coverage remaining under either credit enhancement with respect to each Loan Group; (viii) with respect to each Loan Group, the Interest Carry Forward Amounts and any Basis Risk Shortfall Carry Forward Amounts for each Class of Certificates (if any); (ix) the Pass-Through Rate for each Class of Certificates with respect to the current Accrual Period, and, if applicable, whether such Pass-Through Rate was limited by the Net Rate Cap; (x) with respect to each Loan Group, the number and the aggregate of the Stated Principal Balance of (A) all of the Mortgage Loans and (B) the Adjustable Rate Mortgage Loans, for the following Distribution Date, together with updated pool composition information; (xi) the Certificate Principal Balance or Certificate Notional Amount, as applicable, of each Class before and after giving effect (i) to all distributions allocable to principal on such Distribution Date and (ii) the allocation of any Applied Realized Loss Amounts for such Distribution Date; (iiixii) the amount number and aggregate Stated Principal Balance of the distribution set forth Mortgage Loans in paragraph each Loan Group (iA) above Delinquent (exclusive of Mortgage Loans in respect of interest foreclosure and the amount thereof bankruptcy) (1) 30 days Delinquent, (2) 60 days Delinquent and (3) 90 days or more Delinquent, (B) in respect of any Class Interest Carryover Shortfallforeclosure and delinquent (1) 30 days Delinquent, (2) 60 days Delinquent and the amount of any Class Interest Carryover Shortfall remaining; (iv3) the amount of the distribution set forth 90 days or more Delinquent and (C) in paragraph bankruptcy and delinquent (i1) above 30 days Delinquent, (2) 60 days Delinquent and (3) 90 days or more Delinquent, in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance case as of the close of business on the last day of the calendar month preceding Due Periodsuch Distribution Date and separately identifying such information for the (1) first lien Mortgage Loans, (2) second lien Mortgage Loans, and (3) Adjustable Rate Mortgage Loans, in each such Loan Group; (viiixiii) with respect to each Loan Group, the Class Principal Balance amount of, if any, of each Class excess cashflow or excess spread and the application of Certificates after giving effect to payments allocated to principal abovesuch excess cashflow; (ixxiv) with respect to each Loan Group, the Overcollateralization Amount and aggregate amount of Advances included in the Required Overcollateralization Amount as distribution on such Distribution Date (including the general purpose of such Advances), the aggregate amount of unreimbursed Advances at the close of business on the Distribution Date, after giving effect and the general source of funds for reimbursements; (xv) with respect to distributions each Loan Group, the cumulative amount of principal Applied Realized Loss Amounts through the end of the preceding month; (xvi) with respect to each Loan Group and if applicable, material modifications, extensions or waivers to Mortgage Loan terms, fees, penalties or payments during the preceding calendar month or that have become material over time; (xvii) with respect to any Mortgage Loan that was liquidated during the preceding calendar month, the loan number and Stated Principal Balance of, and Realized Loss on, such Mortgage Loan as of the close of business on the Determination Date preceding such Distribution Date; (xxviii) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) with respect to each Loan Group, the aggregate amount Stated Principal Balance of, and Realized Loss on, such Mortgage Loans as of Principal Prepayments received during the end of the related Prepayment Period; (xiixix) with respect to each Loan Group, the amount total number and principal balance of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate any real estate owned or REO Properties as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Prepayment Period; (xx) with respect to each Loan Group, the amount three month rolling average of Liquidation the percent equivalent of a fraction, the numerator of which is the aggregate Stated Principal Balance of the Mortgage Loans in such Loan Losses experienced during the preceding Due Period Group that are 60 days or more delinquent or are in bankruptcy or foreclosure or are REO Properties, and the Cumulative Net Losses as a percentage denominator of which is the aggregate Stated Principal Balance of all of the Cut-Off Mortgage Loans in such Loan Group, in each case as of the close of business on the last day of the calendar month preceding such Distribution Date Pool Balanceand separately identifying such information for the (1) first lien Mortgage Loans, and (2) Adjustable Rate Mortgage Loans; (xxi) as of the Realized Losses during the related Prepayment Period and the cumulative Realized Losses through the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) with respect to each Loan Group, information on loss, delinquency or other tests used for the Distribution Date in April 2004 and May 2004determining early amortization, the amountliquidation, if any, on deposit stepdowns or other performance triggers as more completely described in the First Payment Loan Accountprospectus supplement and whether the trigger was met; (xxiii) the number and aggregate Principal Balance of Mortgage Loanswith respect to each Loan Group, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from Prepayment Charges remitted by the cap provider with respect to the Interest Rate Cap Agreements, Master Servicer and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Reserve Fund; (xxiv) updated pool composition data including the following with respect to each Loan Group: average loan balance, weighted average mortgage rate, weighted average loan-to-value ratio at origination, weighted average FICO at originationweighted average remaining term; [NOTE - Item 1121(a)(8) requires updated pool composition information, the foregoing is a suggestion of what to provide] (xxv) with respect to each Loan Group, information regarding any new issuance of securities backed by the same asset pool, any pool asset changes, such as additions or removals of Mortgage Loans from the Trust Fund, and if applicable; (xxvi) any material changes in the amounts solicitation, credit-granting, underwriting, origination, acquisition or Mortgage Loan selection criteria or procedures, as applicable, used to originate, acquire or select Mortgage Loans for the Trust Fund; (xxvii) with respect to each Loan Group, material breaches of each deposit and withdrawal from such AccountMortgage Loan representations or warranties or transaction covenants; and (xxvixxviii) for each Pre-Funding Distribution Datethe special hazard amount, the remaining fraud loss amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicerand bankruptcy amount, the Sellerif applicable, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cutclose of business on the applicable distribution date and a description of any change in the calculation of these amounts. (xxix) The Depositor agrees that there will be no material changes in the solicitation, credit-Off Dategranting, underwriting, origination, acquisition or Mortgage Loan selection criteria or procedures, as applicable, used to originate, acquire or select Mortgage Loans for the Trust Fund and (xxv) above may be omitted. The Depositor agrees with the Trustee that there will be no new issuance of securities backed by the same asset pool, so the Trustee will only be responsible in (xxiv) above for reporting any pool asset changes, such as additions or removals of Mortgage Loans from the Trust Fund. The Trustee will make the Remittance Report such statement (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, the NIMS Insurer, the Credit Risk Manager and the parties to this Agreement Rating Agencies via the Trustee’s 's internet website. The Trustee’s 's internet website shall initially be located at "▇▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇.▇▇▇/invr". Assistance in using the website can be obtained by calling the Trustee’s 's customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options option are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports such statements are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access to the Trustee’s 's internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report Distribution Date statement and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party heretothereto). . In the case of information furnished pursuant to subclauses (bi) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses through (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was the amounts shall be expressed in a Certificateholder. Such obligation separate section of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements report as a dollar amount for each Class for each $1,000 original dollar amount as of the Code as are in force from time to timeCut-off Date. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Financial Asset Securities Corp)

Statements. (a) Not later than 1:00 p.m.12:00 noon, New York California time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means modem a computer file containing the loan level information necessary to permit the Trustee to calculate the information required called for by clauses (i) through (xxvixxi) below as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than 12:00 noon, California time, on each Determination Date, the Trustee shall deliver to the Servicer, the Depositor and to the Certificate Insurer, by telecopy, with a hard copy thereof to be delivered on the succeeding Distribution Date, a confirmation of the items in clause (i) below. Not later than one Business Day prior to each Distribution Date the Trustee shall prepare deliver a statement (the "Trustee's Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification or calculation thereof: (i) The Available Funds for each Certificate Group and the each Class's Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the The Class Principal Balance of each Class of Class A Certificates after giving effect and the Aggregate Class A Principal Balance for each Certificate Group as reported in the prior Trustee's Remittance Report pursuant to payments allocated to principal abovesubclause (xi) below, or, in the case of the first Determination Date, the Original Class Principal Balance of each Class and the Cut-Off Date Pool Principal Balance; (ixiii) The number and Principal Balances of all Mortgage Loans that were the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount subject of Principal Prepayments received during the related Prepayment Due Period; (xiiiv) the The amount of all Curtailments that were received during the Due Period; (xiiiv) the The principal portion of all Monthly Payments received during the Due Period; (xivvi) the The interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xvvii) the The amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xviviii) The Class A Principal Distribution, the portion thereof to be distributed on each Class of Class A Certificates then entitled to distributions of principal, and the Class Interest Distribution to be distributed on each Class of Senior Certificates. (ix) The amount of the Insured Payments, if any, to be made on the Distribution Date; (x) The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certificateholders for the Distribution Date; (xviixi) The Class Principal Balance of each Class of Class A Certificates and the Group Certificate Principal Balance for each Certificate Group after giving effect to the distribution to be made on the Distribution Date; (xii) The weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviiixiii) The Servicing Fee and the Premium Amount and Reimbursement Amount to be paid to the Certificate Insurer pursuant to Section 5.01; (xiv) The amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xixxv) The O/C Amount and the Specified O/C Amount for such Distribution Date; (xvi) The amounts which are reimbursable to the Servicer or the Seller, as appropriate, pursuant to Section 5.01(a)(vi)(3) and the amount paid to Class R Certificateholders pursuant to Section 5.01(a)(vi)(7); (xvii) The number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xxxviii) the The amount of Liquidation Loan Losses experienced during the preceding Due Period and the Loan Losses and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Principal Balance; (xxixix) as As of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-30- 59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are more than 90 or more days delinquent (including delinquent; the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxiixx) for the The amount of Class A-7 Basis Risk Carryover Amount distributed on such Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap any remaining Class A-7 Basis Risk Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such AccountAmount; and (xxvixxi) The Certificate Rates for each Pre-Funding the Class A-7 and Class S Certificates for such Distribution Date, Date and the remaining amount in Class A-7 Formula Rate for the Pre-Funding Accountrelated and the following Interest Period. The Trustee shall make available forward such report to the Servicer, the SellerDepositor, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however that the Trustee shall remove the Premium Amount to be paid the Certificate Insurer from clause (xiii) of such report prior to submission of the report to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. The Servicer shall calculate all items in clauses (i) - (xxi) above. To the extent that there are inconsistencies between the telecopy of the Trustee's Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (ivxi) and (vixvi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Senior Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iiivii) and (ivxiii) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Senior Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder and to the Certificate Insurer (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or the Certificate Insurer, as the case may be, or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder or the Certificate Insurer, as the case may be, may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder or the Certificate Insurer, as the case may be, for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or for the internal use of the Certificate Insurer and its counsel or to the Rating Agencies, the Certificate Insurer's reinsurers, parent, regulators, liquidity providers and auditors, provided that the Certificate Insurer shall attempt in good faith to cause such additional Persons to acknowledge in writing the foregoing restrictions, and in connection with the purposes and requirements of this Agreement. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Corp /De/)

Statements. (a) Not later than 1:00 p.m.12:00 noon, New York California time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means modem a computer file containing the loan level information necessary to permit the Trustee to calculate the information required called for by clauses (i) through (xxvixxi) below as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than 12:00 noon, California time, on each Determination Date, the Trustee shall deliver to the Servicer and the Seller by telecopy, with a hard copy thereof to be delivered on the succeeding Distribution Date, a confirmation of the items in clause (i) below. Not later than one Business Day prior to each Distribution Date the Trustee shall prepare deliver a statement (the "Trustee's Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification or calculation thereof: (i) The Available Funds for each Certificate Group and the each Class's Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest for each Loan Group paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Fee; (vii) the Loan Group Balance of each Loan Group and the Pool Balance Balance, in each case as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Trigger Event has occurred and is continuing and the calculation thereofcontinuing; (xi) The number and Principal Balances of all Mortgage Loans that were the aggregate amount subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the The amount of all Curtailments that were received during the Due Period; (xiii) the The principal portion of all Monthly Payments received during the Due Period; (xiv) the The interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the The amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certificateholders for the Distribution Date; (xvii) the The weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviii) the The amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the The number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the The amount of Liquidation Loan Losses experienced during the preceding Due Period and the Loan Losses and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as As of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are more than 90 or more days delinquent (including delinquent; the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth);; and (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section calculation of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Cumulative Loss Event and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.the

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Corp /De/)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means and to the Certificate Insurer via e-mail at ▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvixxvii) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account[Reserved]; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class;; and (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and[Reserved]; (xxvi) for each Pre-Funding [Reserved]; (xxvii) the amount of the Insured Payments, if any, to be made on such Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however, that the Trustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s 's internet website. The Trustee’s 's internet website shall initially be located at "▇▇▇.▇▇▇▇▇▇▇.▇▇▇". Assistance in using the website can be obtained by calling the Trustee’s 's customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s 's internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Renaissance Home Equity Loan Asset-BKD Cert Series 2002-1)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount I as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date Dates in April 2004 and May 2004October 2003, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons Perons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Renaissance Mort Accept Corp Home Equity Ln as Bk Ce Se 03-3)

Statements. (a) Not No later than 1:00 p.m.each Determination Date, New York timethe ---------- Servicer shall deliver to the Indenture Trustee a magnetic tape or computer disk providing such information regarding the Servicer's activities in servicing the Home Loans during the related Due Period as the Indenture Trustee may reasonably require. (1) Subject to the modification of the Servicer's Monthly Statement by the Servicer with the prior written consent of the Majority Securityholders and the Indenture Trustee, on the fifth no later than three (3) Business Day prior to Days before each Distribution Payment Date, the Servicer shall deliver to prepare and the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Indenture Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare distribute a monthly statement (the “Remittance Report”) containing the information set forth below "Servicer's Monthly Statement", with respect to such Distribution Payment Date) to the Seller, which information shall be based solely upon the loan level information furnished by Securityholders and each Rating Agency, stating the Servicer upon which date of original issuance of the Trustee shall conclusively rely without independent verification thereofSecurities (day, month and year), the name of the Issuer (I.E., "FIRSTPLUS Home Loan Owner Trust 1998-4"), the series designation of the Securities (I.E., "Series 1998-4"), the date of this Agreement and the following information: (i) the Available Funds Collection Amount, the Regular Payment Amount and the Certificate Rate for each Class Excess Spread for the related Distribution Payment Date; (ii) the aggregate amount of amount, if any, on deposit in the distribution to each Class of Certificates Pre-Funding Account on such Distribution Payment Date; (iii) the amount Class Principal Balance of each Class of Securities (and the Component Principal Balance or Component Notional Balance, as applicable, of the distribution set forth in paragraph (i) above in respect Components of interest and the amount thereof in respect of any Class Residual Interest Carryover ShortfallCertificate), and the amount Pool Principal Balance as of any Class Interest Carryover Shortfall remainingthe first day of the related Due Period and after giving effect to payments and distributions made to the holders of such Securities on such Payment Date; (iv) the amount Class Pool Factor with respect to each Class of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover ShortfallSecurities then outstanding, and any remaining Class Principal Carryover Shortfallcarried to seven decimal places; (v) the amount of Excess Interest paid as principalprincipal and interest received on the Home Loans during the related Due Period; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each amount, if any, of the Trustee and its Custodian)Overcollateralization Surplus; (vii) the Pool Servicing Compensation for such Payment Date; (viii) the Overcollateralization Amount with respect to such Payment Date, the Required Overcollateralization Amount as of such Payment Date, the Net Loan Losses incurred during the related Due Period and the cumulative Net Loan Losses with respect to such Payment Date; (ix) the amount, if any, paid on such Payment Date to each Class of Subordinate Securities in respect of Deferred Amounts; (x) with respect to each Class of Subordinate Securities and the B-2 Component of the Residual Interest Certificate, the amount of any applicable Deferred Amounts remaining unreimbursed after giving effect to payments made on such Payment Date; (xi) the weighted average remaining term to maturity of the Home Loans and the weighted average Home Loan Interest Rate of the Home Loans each as of such Payment Date; (xii) certain performance information, including delinquency and foreclosure information with respect to the Home Loans, as set forth in the Servicer's Monthly Remittance Report; (xiii) the amount of any Servicing Advance Reimbursement Amount to be paid to the Servicer on such Payment Date, and the amount of any Servicing Advance Reimbursement Amount remaining unpaid following such payment; (xiv) the number of and aggregate Principal Balance of all Home Loans in foreclosure proceedings (other than any Home Loans described in clause (xvi)) and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the last day of the preceding related Due Period; (viiixv) the Class number of and the aggregate Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; the Home Loans in bankruptcy proceedings (ixother than any Home Loans described in clause (xvii)) the Overcollateralization Amount and the Required Overcollateralization Amount percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first last day of the related Due Period; (xvi) the number of Foreclosure Properties, the aggregate Principal Balance of the related Home Loans, the book value of such Foreclosure Properties and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the last day of the related Due Period; (xvii) during the related Due Period, the aggregate Principal Balance of Home Loans for each of the following: (A) that became Liquidated Home Loans and (B) that became Deleted Home Loans pursuant to Section 3.05 as a result of such Deleted Home Loans being Liquidated Home Loans or a Home Loan in foreclosure, default or imminent default, including the foregoing amounts by loan type; (xviii) from the amount Closing Date through the most current Due Period, the cumulative aggregate Principal Balance of all payments or reimbursements to Home Loans for each of the Servicer following: (A) that became Liquidated Home Loans, and (B) that became Deleted Home Loans pursuant to Sections 3.03(ii) and (vi) (Section 3.05 as reported by the Servicer)a result of such Deleted Home Loans being in foreclosure, default or imminent default; (xix) the number of Mortgage scheduled principal payments and the principal prepayments received with respect to the Home Loans outstanding at the beginning and at the end of during the related Due Period; (xx) the amount number of Liquidation Home Loans remaining in the Home Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance;Pool; and (xxi) such other information as of may be reasonably requested by the end of the preceding calendar monthIndenture Trustee. (2) No later than three (3) Business Days before each Payment Date, the number Servicer shall prepare and Principal Balance of Mortgage Loans which are 30-59 days delinquent; distribute to the number Seller and Principal Balance of Mortgage Loans which are 60-89 days delinquent; each Rating Agency a monthly statement that includes the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and cumulative aggregate Principal Balance of Mortgage Home Loans that became Deleted Home Loans pursuant to Section 3.05(c) as a result of such Deleted Home Loans being Defective Home Loans, other from the Closing Date through the most current Due Period. (3) No later than Mortgage seven days following a repurchase or substitution pursuant to Sections 2.06, 3.05 or 4.02, the Servicer shall notify each Rating Agency of the aggregate principal balances of the Home Loans in default repurchased or imminent default, that were modified substituted and (if applicable) the relevant Substitution Adjustment. All reports prepared by the Servicer during of the related Due Period (as reported withdrawals from and deposits in the Collection Account will be based in whole or in part upon the information provided to the Indenture Trustee by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Indenture Trustee may fully rely upon and shall have no liability with respect to such information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (bc) Within a reasonable period of time after the end of each calendar year, the Servicer shall prepare and direct the Indenture Trustee shall furnish to distribute to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such PersonSecurityholder, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iiib)(iv) and (ivv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a CertificateholderSecurityholder. Such obligation of the Indenture Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished provided by the Trustee Servicer to Certificateholders the Securityholders pursuant to any requirements of the Code as are in force from time to time. (cd) On each Distribution Payment Date, the Indenture Trustee shall make available forward to DTC and to the Class R Certificateholders in holder of the same manner as the Remittance Report is made available to all Certificateholders Residual Interest Certificate a copy of the reports forwarded to the Holders of the Regular Certificates Servicer's Monthly Statement in respect of such Distribution Payment Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders holder of the Residual Interest Certificate on such Distribution Date Payment Date, together with such other information as the Indenture Trustee deems necessary or appropriate. (de) Within a reasonable period of time after the end of each calendar year, the Servicer shall prepare and direct the Indenture Trustee shall deliver to distribute to each Person who at any time during the calendar year was a Class R Certificateholderthe holder of the Residual Interest Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholderthe holder of the Residual Interest Certificate. Such obligation of the Indenture Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared provided by the Tax Matters Persons and furnished Servicer to Certificateholders by the Trustee or Tax Matters Person holder of the Residual Interest Certificate pursuant to any requirements of the Code as are in force from time to time in forcetime. (ef) Upon reasonable advance notice in writing, the Servicer will provide to each Securityholder which is a savings and loan association, bank or insurance company access to information and documentation regarding the Home Loans sufficient to permit such Securityholder to comply with applicable regulations of the FDIC or other regulatory authorities with respect to investment in such Securities. (g) The Servicer and the Trustee or its agent shall furnish to the DepositorIndenture Trustee, the Seller and who in turn shall forward to each Certificateholder (if requested in writing)Securityholder, during the term of this Agreement, such periodic, special special, or other reports, including information tax returns or reports required with respect to the Securities, including Internal Revenue Service Forms 1099 and (if instructed in writing by the Seller on the basis of the advice of legal counsel) and other similar reports that are required to be filed by the Servicer or informationits agent and the holder of Residual Interest Certificate, whether or not provided for herein, as shall be necessary, reasonable reasonable, or appropriate with respect to the Certificateholder Securityholders or the holders of the Residual Interest Certificate, or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder Securityholders may reasonably require; provided that . (h) Reports and computer tapes furnished by the Servicer and the Indenture Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to in connection with the extent required by law or to the Rating Agenciespurposes and requirements of this Agreement. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders tapes shall use the information therein for the purpose of soliciting the customers of the Seller or the Servicer or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Firstplus Investment Corp)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount I as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date Dates in April 2004 and May 2004October 2003, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Renaissance Mort Accept Corp Home Equity Ln as Bk Ce Se 03-3)

Statements. (a) Not later than 1:00 p.m.11:00 a.m., New York Illinois time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee Securities Administrator by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required called for by clauses (i) through (xxvixxvii) below as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than 4:00 p.m., New York time, three Business Days prior to each Distribution Date, the Securities Administrator shall deliver to the Servicer, the Trustee, the Certificate Insurer and the Seller by telecopy, with a hard copy thereof to be delivered on the succeeding Distribution Date, a confirmation of the items in clause (i) below. Not later than two Business Days prior to each Distribution Date the Securities Administrator shall deliver to the Trustee shall prepare a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Securities Administrator and the Trustee shall conclusively rely without independent verification or calculation thereof: (i) the Available Funds for each Certificate Group and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest for each Loan Group paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Loan Group Balance of each Loan Group and the Pool Balance Balance, in each case as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans in each Loan Group that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments in each Loan Group that were received during the Due Period; (xiii) the principal portion of all Monthly Payments in each Loan Group received during the Due Period; (xiv) the interest portion of all Monthly Payments in each Loan Group received on the Mortgage Loans during the Due Period; (xv) for each Certificate Group, the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P CertificatesP, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans in each Loan Group and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding in each Loan Groupoutstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) for each Loan Group, as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 any LIBOR Carryover distributed and May 2004, the amount, if any, on deposit in the First Payment Loan Accountany remaining LIBOR Carryover; (xxiii) for each Loan Group, the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to the Class A-1F and Class A-2F Certificates and each Class of Offered Subordinate Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) for each Pre-Funding Distribution Date, the amount on deposit remaining in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Initial Coverage Account; and; (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Allocated Pre-Funding AccountFunded Amount; and (xxvii) the amount of the Insured Payments, if any, to be made on such Distribution Date. The Trustee shall make available forward such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however, that the Trustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Securities Administrator and the Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. The Servicer shall calculate all items in clauses (i) - (xxvii) above. To the extent that there are inconsistencies between the telecopy of the Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee Securities Administrator will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s Securities Administrator's internet websitewebsite and its fax-on-demand service. The Trustee’s Securities Administrator's fax-on-demand service may be accessed by calling (▇▇▇) ▇▇▇-▇▇▇▇. The Securities Administrator's internet website shall initially be located at "▇▇▇.▇▇▇▇▇▇▇.▇▇▇". Assistance in using the website or the fax-on-demand service can be obtained by calling the Trustee’s Securities Administrator's customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee Securities Administrator shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee Securities Administrator shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons Securities Administrator or the Trustee or and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer Servicer, the Securities Administrator and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer Servicer, the Securities Administrator and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Home Equity Loan Tr 99-3 Home Eq as Bk Se 99-3)

Statements. (a) Not later than 1:00 p.m.Concurrently with each payment to Noteholders, New York time, on the fifth Business Day prior Securities Administrator shall make available to each Distribution DateNoteholder, the Servicer shall deliver to Seller, the Trustee by electronic means Master Servicer, the Indenture Trustee, the Depositor and the Rating Agencies, a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Periodstatement based, as applicable, and such other on loan-level information as provided to it by the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee Master Servicer and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance ReportPayment Date Statement”) containing as to the information set forth below with respect payments to be made or made, as applicable, on such Distribution Payment Date, which information . The Payment Date Statement shall be based solely upon include the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereoffollowing: (i1) Available Funds the applicable Accrual Periods and the Certificate Rate for each Class for the related Distribution Dategeneral Payment Dates; (ii2) the total cash flows received and the general sources thereof for Loan Group I and Loan Group II; (3) the amount, if any, of fees or expenses accrued and paid, with an identification of the payee and the general purpose of such fees; (4) the amount of the related payment to holders of the Notes (by Class) allocable to principal, separately identifying (A) the aggregate amount of any Principal Prepayments included therein and (B) the distribution to each Class aggregate of Certificates on such Distribution Dateall Monthly Payments of principal included therein; (iii5) the amount of such distribution to holders of the distribution set forth in paragraph Notes (iby Class) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remainingallocable to interest; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii6) the Class Principal Balance of each Class of Certificates the Notes before and after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions distribution of principal and allocation of Realized Losses on such Distribution Payment Date; (x7) whether a Cumulative Loss Event or a Delinquency Event has occurred the number and is continuing Scheduled Principal Balance of all the Group I Mortgage Loans and Group II Mortgage Loans for the calculation thereoffollowing Payment Date; (xi8) the Note Interest Rate for each class of Notes for such Payment Date; (9) the aggregate amount of Advances included in the payments on the Payment Date (including the general purpose of such Advances); (10) the number and aggregate Scheduled Principal Prepayments received Balance of any Group I Mortgage Loans and Group II Mortgage Loans (A) that were delinquent (exclusive of Mortgage Loans in foreclosure) using the “OTS” method (1) one scheduled payment, (2) two scheduled payments and (3) three scheduled payments and (B) as to which foreclosure proceedings have been commenced, and loss information for the period; (11) with respect to any Mortgage Loan that was liquidated during the preceding calendar month, the loan number and Scheduled Principal Balance of, and Realized Loss on, such Mortgage Loan as of the end of the related Prepayment Period; (xii12) the amount total number and Principal Balance of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances any REO Properties included in Loan Group I and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) Group II as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth)related Prepayment Period; (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Sale and Servicing Agreement (PHH Mortgage Trust, Series 2008-Cim1)

Statements. (a) Not later than 1:00 p.m.12:00 noon Chicago, New York time, Illinois time on the fifth Business Day prior to preceding each Distribution Determination Date, the Servicer shall deliver to the Trustee by electronic means and the Certificate Insurer a computer file tape or written report containing the loan level information necessary set forth on Exhibit R as to permit each Mortgage Loan with respect to the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment related Due Period or Due Period, as applicable, and such other information with respect to the Mortgage Loans in the aggregate as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than 12:00 noon Chicago, Illinois time two Business Days preceding each Distribution Date Payment Date, the Trustee shall prepare deliver to the Depositors, any Paying Agent, the Servicer, the Certificate Insurer, Moody's and S&P by telecopy, a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution the succeeding Payment Date, which information shall with a hard copy thereof to be based solely upon delivered on the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereofimmediately succeeding Business Day: (i) the Available Funds Payment Amount attributable to each Mortgage Loan Group and any portion of such Available Payment Amount that has been deposited in the Certificate Rate for each Class for the related Distribution Date;Collection Account but may not be withdrawn therefrom pursuant to an order of a United States bankruptcy court of competent jurisdiction imposing a stay pursuant to ▇▇▇▇▇▇▇ ▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Bankruptcy Code; 118 (ii) the aggregate amount Class A-1 Principal Balance, the Class A-2 Principal Balance, the Class A-3 Principal Balance, the Class A-4 Principal Balance, the Class A-5 Principal Balance, the Class A-6 Principal Balance and the Pool Principal Balance attributable to each Mortgage Loan Group, as reported in the Remittance Report provided pursuant to subclause (xiii) below for the immediately preceding Payment Date, or, in the case of the distribution first Determination Date, the Original Class A-1 Principal Balance, the Original Class A-2 Principal Balance, the Original Class A-3 Principal Balance, the Original Class A-4 Principal Balance, the Original Class A-5 Principal Balance, the Original Class A-6 Principal Balance and the Original Pool Principal Balance with respect to each Class of Certificates on such Distribution DateMortgage Loan Group; (iii) with respect to the amount Mortgage Pool and each Mortgage Loan Group, the number and Principal Balances of all Mortgage Loans which were the distribution set forth in paragraph (i) above in respect subject of interest and Principal Prepayments during the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remainingrelated Due Period; (iv) with respect to the Mortgage Pool and each Mortgage Loan Group, the amount of all Curtailments which were received during the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfallrelated Due Period; (v) with respect to the amount of Excess Interest paid as principal; (vi) the Servicing Fee Mortgage Pool and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution DateMortgage Loan Group, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the related Due Period; (xivvi) with respect to the Mortgage Pool and each Mortgage Loan Group, the amount of interest portion of all Monthly Payments received on the Mortgage Loans during the related Due Period; (xvvii) with respect to the Mortgage Pool and each Mortgage Loan Group, the aggregate amount of the Advances made and recovered with respect to such Payment Date; (viii) with respect to the Mortgage Pool and each Mortgage Loan Group, the delinquency and foreclosure information set forth in the form attached hereto as Exhibit H and the amount of Mortgage Loan Losses during the Monthly Advances related Due Period; 119 (ix) the Class A-1 Principal Balance, the Class A-2 Principal Balance, the Class A-3 Principal Balance, the Class A-4 Principal Balance, the Class A-5 Principal Balance and the Compensating Interest payment Class A-6 Principal Balance, after giving effect to the distribution to be made on the Determination such Payment Date; (xvix) the amount to be distributed with respect to the Class P CertificatesMortgage Pool and each Mortgage Loan Group, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity and the weighted average Mortgage Interest Rate of the Mortgage Loans and the weighted average Loan Rate as of the first last day of the related Due Period; (xviiixi) the Servicing Fees paid and Servicing Fees accrued during the related Due Period; (xii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(iiSection 5.04 (ii), (iv), (v), (vi) and (vivii) paid or to be paid since the prior Payment Date (as reported by or in the Servicercase of the first Payment Date, since the Closing Date); (xixxiii) the Pool Principal Balance and aggregate Principal Balance for each Mortgage Loan Group as of the last day of the related Due Period; (xiv) such other information as the Certificate Insurer, each Account Party and the Certificateholders may reasonably require; (xv) the amounts which are reimbursable to the Servicer, the Representative or the Depositors, as appropriate, pursuant to Section 6.05; (xvi) with respect to the Mortgage Pool and each Mortgage Loan Group, the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xvii) the aggregate interest accrued on the Mortgage Loans at their respective Mortgage Interest Rates for the related Due Period; (xviii) the Subordinated Amount, the amount on deposit in the Spread Account, the Cumulative Excess Spread Receipts, 120 in each case after giving effect to any payments or withdrawals on such Payment Date, and the Excess Spread with respect to such Payment Date; (xix) The Principal Balance of Mortgage Loans in the Fixed Rate Group with Mortgage Interest Rates less than 8.45% per annum and 8.55% per annum; and (xx) the amount of Liquidation The aggregate Mortgage Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of since the Cut-Off off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding AccountPeriod. The Trustee shall make available forward such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) Certificateholders on the Distribution Payment Date, by telecopy, with a hard copy to follow (in the case of the Depository) or by first class mail. The Depositors and the Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the telecopy of the Remittance Report and the hard copy thereof, the Servicer and the Trustee may rely upon the telecopy. In the case of information furnished pursuant to subclauses (ii), (iii), (iv), (v) and (viix) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each of the Class A Certificates for each $1 1,000 original dollar amount as of the related Cut-Off off Date. The Trustee . (a) Upon reasonable advance notice in writing, the Servicer will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible provide to the above parties Trustee access to information and documentation regarding the Trustee shall provide timely Mortgage Loans sufficient to permit any Holder which is a savings and adequate notification loan association, bank or insurance company to all above parties regarding any such changes. As a condition comply with applicable regulations of the FDIC or other regulatory authorities with respect to access investment in the Trustee’s internet websiteCertificates, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto)as applicable. (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, Trustee and to the Seller and each Certificateholder (if requested in writing)Certificate Insurer, during the term of this Agreement, such periodic, special special, or other reports or information, whether or information not specifically provided for herein, as shall may be necessary, reasonable reasonable, or appropriate with respect to the Certificateholder Trustee or the Certificate Insurer, as the case may be, or otherwise with respect to the purposes of this Agreement, all such reports or 121 information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder Trustee or the Certificate Insurer may reasonably require; provided provided, that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder the requesting party, for their respective the fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainableits business. (fc) Reports and computer diskettes or files tapes furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except in connection with the purposes and requirements of this Agreement; provided that the Certificate Insurer may copy or distribute such information (A) pursuant to a subpoena or order issued by a court of competent jurisdiction or by a judicial or administrative or legislative body or committee, (B) as may be required in any report, statement or testimony submitted to any Federal, state, municipal or other regulatory body having jurisdiction over the Certificate Insurer, (C) in order to comply with any law, ruling, order or regulation applicable to the extent Certificate Insurer, or (D) as may be required by law any rating agency or to the Rating Agenciesreinsurer. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders tapes shall use the information therein for the purpose of soliciting the customers of the Seller Originators or for any other purpose except as set forth in this Agreement. (d) The Trustee shall promptly send to the Certificate Insurer and to each Certificateholder) in writing: (i) notice of any reduction in the Specified Spread Account Requirement; (ii) notice of any reduction of the percentages set forth in the definition of "Monthly Excess Spread Amount"; (iii) notice of the appointment of any Subservicer; (iv) notice of any transfer of any Account to a different depository institution; (v) notice of any reduction in the rating of any Letter of Credit Bank below the minimum ratings described in Section 6.11(b); (vi) a copy of each Officer's Certificate delivered pursuant to Section 7.04 and any notice received from the Servicer of a change in the fiscal year of the Servicer; (vii) a copy of each letter delivered pursuant to Section 7.05; and (viii) notice of the receipt by the Trustee of any information regarding the Servicer's servicing activities pursuant to the last paragraph of Section 10.01(c); provided, that in each case the Trustee shall only be required to send such notices and other items to such Persons to the extent that the Trustee has itself received the related information. The Depositors, the Servicer and the Trustee on behalf of Certificateholders (the "Trust Parties") hereby authorize the Certificate Insurer to include the information contained in reports provided to the Certificate Insurer hereunder (the "Information") on The Bloomberg, an on-line computer based information network maintained by Bloomberg L.P. ("Bloomberg"), or in other electronic or print information services. The Trust Parties agree not to commence any actions or proceedings, or otherwise assert any claims, against the Certificate Insurer or its affiliates or any of the Certificate Insurer's or its affiliates' respective agents, representatives, directors, officers or employees (collectively, the "Certificate Insurer Parties"), arising out of, or related to or in connection with the dissemination and/or use of any Information by the Certificate Insurer, including, but not limited to, claims based on allegations of inaccurate, incomplete or erroneous transfer of information by the Certificate Insurer to Bloomberg or otherwise (other than in connection with the Certificate Insurer's negligence or willful misconduct). The Trust Parties waive their rights to assert any such claims against the Certificate Insurer Parties and fully and finally release the Certificate Insurer Parties from any and all such claims, demands, obligations, actions and liabilities (other than in connection with the Certificate Insurer's negligence or willful misconduct). The Certificate Insurer makes no representations or warranties, expressed or implied, of any kind whatsoever with respect to the accuracy, adequacy, timeliness, completeness, merchantability or fitness for any particular purpose of any Information in any form or manner. The Certificate Insurer reserves the right at any time to withdraw or suspend the dissemination of the Information by the Certificate Insurer. The authorizations, covenants and obligations of the Trust Parties under this section shall be irrevocable and shall survive the termination of this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Eqcc Asset Backed Corp)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means means, a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvixxiv) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Fee; (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account[Reserved]; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer);Period; and (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap AgreementsAgreement, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s 's internet website. The Trustee’s 's internet website shall initially be located at "▇▇▇.▇▇▇▇▇▇▇.▇▇▇". Assistance in using the website can be obtained by calling the Trustee’s 's customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s 's internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons Trustee or and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Renaissance Mortgage Acceptance Corp)

Statements. (a) Not later than 1:00 p.m., New York California time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means modem a computer file containing the loan level information necessary to permit the Trustee to calculate the information required called for by clauses (i) through (xxvixxiii) below as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than 1:00 p.m., California time, on each Determination Date, the Trustee shall deliver to the Servicer, the Certificate Insurer and the Seller by telecopy, with a hard copy thereof to be delivered on the succeeding Distribution Date, a confirmation of the items in clause (i) below. Not later than one Business Day prior to each Distribution Date the Trustee shall prepare deliver a statement (the "Trustee's Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification or calculation thereof: (i) The Available Funds for each Certificate Group and the each Class's Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfallprincipal; (v) the amount of Excess Interest for each Loan Group paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Loan Group Balance of each Loan Group and the Pool Balance Balance, in each case as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the each Overcollateralization Amount and the each Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereofamount of the Insured Payments, if any, to be made on such Distribution Date; (xi) The number and Principal Balances of all Mortgage Loans in each Loan Group that were the aggregate amount subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the The amount of all Curtailments in each Loan Group that were received during the Due Period; (xiii) the The principal portion of all Monthly Payments in each Loan Group received during the Due Period; (xiv) the The interest portion of all Monthly Payments in each Loan Group received on the Mortgage Loans during the Due Period; (xv) For each Certificate Group, the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certificateholders for the Distribution Date; (xvii) the The weighted average remaining term to maturity of the Mortgage Loans in each Loan Group and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviii) the The amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the The number of Mortgage Loans in each Loan Group outstanding at the beginning and at the end of the related Due Period; (xx) For each Certificate Group, the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Loan Losses and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) For each Loan Group, as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-60- 89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; foreclosure and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 any LIBOR Carryover distributed and May 2004, the amount, if any, on deposit in the First Payment Loan Accountany remaining LIBOR Carryover; (xxiii) For each Loan Group, the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer);Period; and (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for For each Pre-Funding Distribution Date, the remaining amount in the Allocated Pre-Funding AccountFunded Amount. The Trustee shall make available forward such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the - 95 - Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however, that the Trustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. The Servicer shall calculate all items in clauses (i) - (xxiv) above. To the extent that there are inconsistencies between the telecopy of the Trustee's Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder and to the Certificate Insurer (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or to the Certificate Insurer or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder or the Certificate Insurer may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder or the Certificate Insurer for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or for the internal use of the Certificate Insurer and its counsel or to the Rating Agencies, the Certificate Insurer's reinsurers, parent, regulators, liquidity providers and auditors, provided that the Certificate Insurer shall attempt in good faith to cause such additional Persons to acknowledge in writing the foregoing restrictions, and in connection with the purposes and requirements of this Agreement. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Corp /De/)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means and to the Certificate Insurer via e-mail at ▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvixxvii) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require. Not later than 4:00 p.m., New York time, three Business Days prior to each Distribution Date, the Trustee shall deliver to the Servicer, the Certificate Insurer and the Seller hereby agrees by telecopy, with a hard copy thereof to provide be delivered on the Trustee and succeeding Distribution Date, a confirmation of the Servicer with an amended Prepayment Charge Schedule, if required, at such timeitems in clause (i) below. Not later than each Distribution Date the Trustee shall prepare a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account[Reserved]; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (Certificates, other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) for each Pre-Funding Distribution Date, the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Initial Interest Coverage Account; and; (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account; and (xxvii) the amount of the Insured Payments, if any, to be made on such Distribution Date. The Trustee shall make available such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however, that the Trustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the telecopy of the Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s 's internet website. The Trustee’s 's internet website shall initially be located at "▇▇▇.▇▇▇▇▇▇▇.▇▇▇". Assistance in using the website can be obtained by calling the Trustee’s 's customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Corp /De/)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to On each Distribution Determination Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Indenture Trustee and the Servicer Initial Noteholder by facsimile, the receipt and legibility of which shall be confirmed by telephone, and with an amended Prepayment Charge Schedule, if required, at such time. Not hard copy thereof to be delivered no later than each Distribution Date one (1) Business Day after such Determination Date, the Trustee shall prepare a statement (the “Servicer's Remittance Report, setting forth the date of such Report (day, month and year), the name of the Issuer (i.e., "FFCA Franchise Loan Owner Trust 1998-1"), the Series designation of the Notes (i.e., "Series 1998-1") containing and the information date of this Agreement, all in substantially the form set forth below out in Exhibit B hereto. Furthermore, on each Determination Date, the Servicer shall deliver to the Indenture Trustee and the Initial Noteholder a magnetic tape or computer disk providing, with respect to each Loan in the Loan Pool as of such Distribution Determination Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; Loan Originator's internal loan identifying number; (ii) if such Loan is an Adjustable Rate Loan, the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; current Loan Interest Rate; (iii) the amount of the distribution set forth in paragraph (i) above in current Principal Balance with respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; to such Loan; (iv) the amount date of the distribution set forth last Monthly Payment paid in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; full; (v) the amount of Excess Interest paid as principal; current Fixed Charge Coverage Ratio (if updated from information provided in the Loan Schedule); (vi) a flag indicating whether the Servicing Fee figure listed in item (v) is a calculation of Fixed Charge Coverage Ratio with respect to the single unit or in the aggregate; and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) such other information as may be reasonably requested by the Pool Balance Majority Noteholders. (i) On any Business Day, upon the request of the Initial Noteholder, the Servicer shall prepare and provide a statement setting forth the following information as of the close of business on the last day prior Business Day: (a) for each Loan with respect to which a Servicing Advance or Periodic Advance is outstanding, (i) the aggregate amount of Servicing Advances outstanding, (ii) the aggregate amount of Periodic Advances outstanding and (iii) the outstanding Principal Balance of such Loan; and (b) the Pool Principal Balance. (ii) On each Determination Date, the Servicer shall prepare and provide to the Indenture Trustee for distribution to the Issuer, the Initial Noteholder and each Certificateholder, a statement (the "PAYMENT STATEMENT"), stating each date of a purchase of Additional Note Principal Balance (day, month and year), the name of the Issuer (i.e., "FFCA Franchise Loan Owner Trust 1998-1"), the Series designation of the Notes (i.e., "Series 1998-1"), the date of this Agreement and the following information: (a) the aggregate amount of collections in respect of principal of the Loans received by the Servicer during the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xib) the aggregate amount of Principal Prepayments collections in respect of interest on the Loans received by the Servicer during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the preceding Due Period; (xiiic) all Insurance Proceeds received by the principal portion Servicer and not required to be applied to restoration or repair of all Monthly Payments received the related Loan Collateral during the preceding Due Period; (xivd) all Net Liquidation Proceeds deposited by the interest portion of all Monthly Payments received on Servicer into the Mortgage Loans Collection Account during the preceding Due Period; (xve) all Released Loan Collateral Proceeds deposited by the amount of Servicer into the Monthly Advances and Collection Account during the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related preceding Due Period; (xviiif) the aggregate amount of all payments or reimbursements to Periodic Advances and all Servicing Advances, set forth separately, made by the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by during the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related preceding Due Period; (xxg) the amount aggregate of Liquidation Loan Losses experienced all amounts deposited into the Collection Account in respect of the repurchase of Defective Loans and the repurchase of Loans pursuant to SECTION 2.05 hereof during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool BalancePeriod; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiiih) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage all Loans in default or imminent default, that were modified by the for which a Servicer Call was exercised during the related preceding Due Period (as reported by the Servicer)Period; (xxivi) the amount aggregate Principal Balance of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than all Loans for which a Loan Originator Put was exercised during the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Classpreceding Due Period; (xxvj) the aggregate amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time payments received under Hedging Instruments during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.preceding Due Period;

Appears in 1 contract

Sources: Sale and Servicing Agreement (Franchise Finance Corp of America)

Statements. (a) Not later than 1:00 p.m.12:00 noon, New York California time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means modem a computer file containing the loan level information necessary to permit the Trustee to calculate the information required called for by clauses (i) through (xxvixxi) below as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than 12:00 noon, California time, on each Determination Date, the Trustee shall deliver to the Servicer and the Seller by telecopy, with a hard copy thereof to be delivered on the succeeding Distribution Date, a confirmation of the items in clause (i) below. Not later than one Business Day prior to each Distribution Date the Trustee shall prepare deliver a statement (the "Trustee's Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification or calculation thereof: (i) The Available Funds for each Certificate Group and the each Class's Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest for each Loan Group paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Fee; (vii) the Loan Group Balance of each Loan Group and the Pool Balance Balance, in each case as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the each Overcollateralization Amount and the each Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) for each Certificate Group, whether a Cumulative Loss Event or a Delinquency Trigger Event has occurred and is continuing and the calculation thereofcontinuing; (xi) The number and Principal Balances of all Mortgage Loans in each Loan Group that were the aggregate amount subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the The amount of all Curtailments in each Loan Group that were received during the Due Period; (xiii) the The principal portion of all Monthly Payments in each Loan Group received during the Due Period; (xiv) the The interest portion of all Monthly Payments in each Loan Group received on the Mortgage Loans during the Due Period; (xv) For each Certificate Group, the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certificateholders for the Distribution Date; (xvii) the The weighted average remaining term to maturity of the Mortgage Loans in each Loan Group and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviii) the The amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the The number of Mortgage Loans in each Loan Group outstanding at the beginning and at the end of the related Due Period; (xx) For each Certificate Group, the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Loan Losses and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) For each Loan Group, as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or 90-119 days delinquent; the number and Principal Balance of Mortgage Loans which are more than 120 days delinquent (including delinquent; the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for For each Certificate Group the Distribution Date in April 2004 calculation of the Trigger Event and May 2004, the amount, if any, on deposit in the First Payment Loan Account;Subordination Trigger Event; and (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for For each Pre-Funding Distribution Date, the remaining amount in the Allocated Pre-Funding AccountFunded Amount. The Trustee shall make available forward such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. The Servicer shall calculate all items in clauses (i) - (xxii) above. To the extent that there are inconsistencies between the telecopy of the Trustee's Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Corp /De/)

Statements. (a) Not later than 1:00 p.m.The Credit Union will send all statements, New York time, on the fifth Business Day prior notices and any other information pertaining to each Distribution Date, the Servicer shall deliver an account to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as address of the first day named member on the account. Account owner agrees to advise the Credit Union in writing of any changes of address. You should carefully examine the related Due Period; (xviii) statement when you receive it. If you feel that there is an error on the amount of all payments statement, or reimbursements that someone has made an unauthorized debit to your account, you must notify the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by Credit Union immediately. The statement is considered correct unless you notify the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar monthCredit Union promptly in writing after any error is discovered. Moreover, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which because you are in foreclosure; the number best position to discover and Principal Balance of Mortgage Loans in bankruptcy; and report any unauthorized debit, you agree that the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee Credit Union will not be liable for paying such liens if (a) you do not notify any unauthorized debit to the dissemination Credit Union within thirty (30) calendar days of information the mailing date of the earliest statement containing the unauthorized debit, or b) the unauthorized items were drawn in accordance with this Agreementsuch a way that (as by a facsimile machine or otherwise), lack of authority could not be detected by the Credit Union. DEPOSITS: All deposits made to the Credit Union are subject to Regulation CC and the Expedited Funds Availability Act. The Trustee shall also Credit Union may refuse any deposit, limit the amount that may be entitled to rely on but shall not be responsible for the content deposited, and return all or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any deposit without notice. If deposits are made to an account(s) with other party hereto). (b) Within a reasonable period than cash, such items are subject to collection. If funds are made available for use prior to collection of time after such items, you agree to pay or otherwise reimburse the end Credit Union for any funds that are not collected. FEES AND CHARGES: A list of each calendar year, the Trustee shall furnish Credit Union fees for certain services will be provided to each Person who you. These charges are subject to change at any time during time. Notification of any charges will be provided at least 30 days before any change is effective. Other charges and fees may be instituted subject to the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information limitation set forth above. Refer to the Credit Union’s Service Fee Schedule for up-to-date information. If the Credit Union incurs any expenses, including but not limited to administrative costs and reasonable attorney fees in subclauses (iiiresponding to an attachment, garnishment or other levy, that is not otherwise reimbursed, it may charge such expense to your account without prior notice to you, EFFECT OF INSTRUCTIONS: Instructions may be given orally, by telephone or in person, in writing; through an ATM, point of sale terminal, computer terminal, or any other method authorized by the Credit Union. Each instruction for a withdrawal or transfer of funds from an account of account owner(s) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation will have the legal effect of the Trustee shall be deemed account owner(s) authorization, written draft, or order. Each instruction for a deposit or other transfer of funds to an account will have been satisfied to the extent that substantially comparable information shall be prepared and furnished by legal effect of authorizing the Trustee to Certificateholders pursuant to any requirements of Credit Union as account owner(s) agent for collection, until the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders Credit Union receives final payment in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.checks

Appears in 1 contract

Sources: Membership Agreement

Statements. (a) Not later than 1:00 p.m.On or before the 25th day of each month, New York time, on Buyer shall send Producer an invoice for the fifth Business Day prior to each Distribution Date, immediately previous month (the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses “Invoice Month”) showing (i) through (xxvi) below as the number of the end of the preceding Prepayment Period or Due Period, as applicable, Barrels purchased and sold pursuant to this Agreement for such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; Invoice Month (ii) the aggregate amount of the distribution to each Class of Certificates on Buyer Purchase Price for such Distribution Date; Invoice Month, (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on Producer Purchase Price for such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii)Invoice Month, (iv) and (vi) above, the any other amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties owed by Buyer pursuant to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained and (v) any other amounts owed by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable Producer pursuant to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee To the extent (x) the sum of (iii) plus (v) minus (y) the sum of (ii) plus (iv) is a positive number, Producer shall also pay such difference to Buyer. If such difference is a negative number, Buyer shall pay such difference to Producer. If such amount equals 0, no payments need be entitled to rely on but shall not be responsible for the content or accuracy of any information provided made by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto)either Party. (b) Within Each invoice shall be accompanied by reasonable supporting information for all amounts charged by such invoice; provided that to the extent any amount appearing on an invoice is in respect of an amount paid by Buyer to a reasonable period Third Party (collectively, the “Reimbursed Amount”) or the calculation of time such Reimbursed Amount is contingent on information provided by a Third Party (collectively, the “Conditional Amount”), such Reimbursed Amount and Conditional Amount, shall be reflected on an invoice within 90 days after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested month in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person Reimbursed Amount was a Certificateholderpaid by Buyer. Such obligation If actual measurements of the Trustee quantities of Producer’s Product are not available in any month, Buyer may prepare and submit its invoice based on estimated quantities, which shall be deemed corrected to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code actual quantities as are in force from time to timesoon as reasonably practicable after such actual quantities become available. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Crude Oil Purchase and Sale Agreement (Noble Midstream Partners LP)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth 18th calendar day of each month, or if such 18th day is not a Business Day prior to each Distribution DateDay, the immediately preceding Business Day, the Servicer shall deliver to the Trustee Master Servicer who shall deliver to the Securities Administrator by electronic means reasonably acceptable to the Master Servicer, a computer file containing the loan level information set forth in Exhibits V, W and X hereto necessary to permit the Trustee Master Servicer to perform its obligations hereunder and the Securities Administrator to calculate the information required by clauses (i) through (xxvixxv) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee Master Servicer or the Securities Administrator shall reasonably require, and the Seller hereby agrees to provide the Trustee Master Servicer and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee Securities Administrator shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer and the Master Servicer, as applicable, upon which the Trustee Securities Administrator shall conclusively rely without independent verification thereof: (i) Available Funds for each Loan Group and in the aggregate and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Group I Excess Interest and Group II Excess Interest paid as principal; (vi) the aggregate amount of the Servicing Fee, the Master Servicing Fee and the Trustee Tax Matters Fee (including the separate amounts payable to for such Distribution Date, in each of the Trustee and its Custodian)case by Loan Group; (vii) the Pool Balance and the aggregate Principal Balances of the Mortgage Loans in each Loan Group as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) each Overcollateralization Amount, the Group I Required Overcollateralization Amount and the Group II Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Group I Cumulative Loss Event, a Group II Cumulative Loss Event, a Group I Delinquency Event or a Group II Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment PeriodPeriod for each Loan Group; (xii) the amount of all Curtailments that were received during the Due PeriodPeriod for each Loan Group; (xiii) the principal portion of all Monthly Payments received during the Due PeriodPeriod for each Loan Group; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due PeriodPeriod for each Loan Group; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination DateDate for each Loan Group; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due PeriodPeriod for each Loan Group; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due PeriodPeriod for each Loan Group; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool BalanceBalance for each Loan Group; (xxi) for each Loan Group, as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth)) for each Loan Group; (xxii) the amounts of Applied Realized Loss Amounts for each Loan Group for the Distribution Date in April 2004 applicable Due Period and May 2004, the amount, if any, on deposit in the First Payment cumulative amount of Applied Realized Loss Amounts to date for each Loan AccountGroup; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)) for each Loan Group; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider Cap Provider with respect to the Group I Interest Rate Cap AgreementsAgreement, and the amount of Net Rate Cap Carryover remaining for each such Class;; and (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee Securities Administrator shall make available such report to the Servicer, the Master Servicer, the Trustee, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee Securities Administrator may fully rely upon and shall have no liability with respect to information provided by the Servicer or the Master Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee Securities Administrator will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the TrusteeSecurities Administrator’s internet website. The TrusteeSecurities Administrator’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the TrusteeSecurities Administrator’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee Securities Administrator shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee Securities Administrator shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the TrusteeSecurities Administrator’s internet website, the Trustee Securities Administrator may require registration and the acceptance of a disclaimer. The Trustee Securities Administrator will not be liable for the dissemination of information in accordance with this Agreement. The Trustee Securities Administrator shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee Securities Administrator shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee Securities Administrator shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee Securities Administrator to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee Securities Administrator shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee Securities Administrator deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee Securities Administrator shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee Securities Administrator shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee Securities Administrator or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer, the Master Servicer and the Trustee Securities Administrator shall furnish to the Depositor, the Seller Seller, the Trustee and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or informationinformation for which the Securities Administrator has the necessary information to prepare such report and in a format acceptable to the Securities Administrator, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer, the Master Servicer and the Trustee Securities Administrator shall be entitled to be reimbursed by the Depositor, the Seller, the Trustee or such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer or the Master Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Renaissance Home Equity Loan Trust 2004-4)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means and to the Certificate Insurer via e-mail at ▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvixxvii) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the each Class’ Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the each Pre-Funding Distribution Date in April 2004 and May 2004Date, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap AgreementsAgreement, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) for each Pre-Funding Distribution Date, the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Initial Interest Coverage Account; and; (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account; and (xxvii) the amount of the Insured Payments, if any, to be made on such Distribution Date. The Trustee shall make available such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however, that the Trustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons Trustee or and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Certificate Insurer, the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Renaissance Home Equity Loan Tr Asset BKD Cer Series 2002-3)

Statements. (aA) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer Manager shall deliver or cause to the Trustee by electronic means a computer file containing the loan level information necessary be delivered to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below Tenant statements and budgets as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereoffollows: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (bI) Within a reasonable period of time after thirty (30) days following the end of each calendar yearmonth, a profit and loss statement and balance sheet statement (both prepared on an accrual basis in accordance with Generally Accepted Accounting Principles ("GAAP") ) showing the Trustee shall furnish to each Person who at any time during results of operation of the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated Facilities for such calendar year or applicable portion thereof during which such Person was month and the year-to-date, and having annexed thereto a Certificateholder. Such obligation computation of the Trustee shall be deemed to have been satisfied to management fee (as determined under Article V hereof) for such preceding month and the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time.year-to-date; and (cII) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. before one hundred eighty (d180) Within a reasonable period of time days after the end close of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar fiscal year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodicManager will also deliver or cause to be delivered to the Tenant a balance sheet and related statement of profit and loss prepared in accordance with GAAP showing the assets employed in the operation of the Facilities and the liabilities incurred in connection therewith as of the end of the fiscal year, special or other reports or informationand the results of the operation of the Facility during the preceding twelve (12) months then ended, whether or not provided for herein, as shall be necessary, reasonable or appropriate and having annexed thereto (A) a copy of the Medicare and Medicaid cost report prepared by Manager with respect to each Facility for such twelve month period, and (B) a computation of the Certificateholder or otherwise management fee for such twelve (12) month period. In its discretion, Tenant may elect to have such annual statements certified by an independent public accounting firm of Tenant's choice. Should Tenant so elect, it will notify Manager not later than 31 days after the end of the calendar year with respect to which such election is made. (III) An operating budget and a capital budget that provide for maintaining and continuing standards of operation of the purposes Facilities as nursing homes at levels consistent with similar nursing facilities managed by Manager shall be prepared by Manager and approved by the Tenant (such approval not to be unreasonably withheld or unduly delayed) prior to the beginning of each year of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that at the Servicer Manager's election a calendar year budget may be used rather than a budget for each annual period commencing with the date of this Agreement. It is agreed that an initial operating budget and capital budget, as required by this Agreement, will be prepared by the Trustee shall be entitled to be reimbursed Manager and approved by such Certificateholder for their respective fees and actual expenses associated with providing such reportsTenant within fifteen (15) business days from the date hereof. Should capital repairs, if such reports are not generally produced replacement, additions and/or improvements exceed the pre-approved capital budget by $25,000 per any specific item or by $100,000 in the ordinary course aggregate for all items, any expenditures beyond that level will require the prior written approval of their respective businesses the Tenant. Manager shall not exceed any operating expense line item of any annual operating budget by $25,000 or readily obtainableall operating expense items of any annual operating budget by $100,000 in the aggregate, in either case without the prior written approval of the Tenant. (fB) Reports All costs and computer diskettes or files furnished by expenses incurred in connection with the Servicer pursuant to preparation of any statements, schedules, computations, and other reports required under this Agreement Section 3.11(a)(ii) shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except charged to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers Tenant as an expense of the Seller or for any other purpose except as set forth in this Agreementoperation of the Facilities.

Appears in 1 contract

Sources: Management Agreement (Integrated Health Services Inc)

Statements. (a) Not later than 1:00 p.m., 12:00 noon New York time, time on the fifth Business Day prior to each Distribution Date, the Servicer Trustee shall deliver to the Trustee Master Servicer, the Depositor and to the Certificate Insurer, by electronic means telecopy, with a computer file containing the loan level information necessary hard copy thereof to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Periodbe delivered on such Distribution Date, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the "Trustee's Remittance Report") (based solely on the information provided pursuant to Section 4.1) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) The Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) The Class A Principal Balance of each Class, the Aggregate Loan Balance and the Aggregate Loan Balance as reported in the prior Trustee's Remittance Report, or, in the case of the first Determination Date, the Original Class A Principal Balance of each Class, and the Cut-Off Date Aggregate Loan Balance; (iii) The aggregate amount of collections received on the distribution Mortgage Loans on or prior to the Determination Date in respect of the preceding Collection Period, separately stating the amounts received in respect principal and interest and reporting separately, the amounts received in respect of scheduled principal payments and the amounts representing Principal Prepayments; (iv) The amount repaid by the Seller or Master Servicer (reported separately) pursuant to Sections 2.2, 2.6 or 3.1; (v) The amount of the Monthly Advances to be made with respect to such Distribution Date; (vi) The Class A Principal Distribution for the Distribution Date with the components thereof stated separately and the Class Interest Distribution for the Distribution Date and for each Class, stating separately the components thereof; and the Class B-IO Distribution Amount for such Distribution Date, separately stating the components thereof; (vii) The amount, if any, of the Outstanding Class Interest Carryover Shortfall and Outstanding Class A Principal Carryover Shortfall for each Class of Certificates after giving effect to the distributions on such Distribution Date; (iiiviii) the The amount of the distribution set forth in paragraph (i) above in respect of interest and Insured Payment, if any, to be made on the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remainingDistribution Date; (ivix) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the The Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class A Principal Balance of each Class of Certificates and the Aggregate Class A Principal Balance after giving effect to payments allocated the distribution to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business be made on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the The weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviiixi) The Servicing Fee and the amount to be paid to the Certificate Insurer, separately stated, pursuant to Sections 5.1(a)(i)(D), 5.1(a)(ii)(A) and 5.1(a)(ii)(B); (xii) The amount of all payments or reimbursements to the Master Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer)Section 3.3; (xixxiii) The Pool Factor determined using the balances in subclause (x) above, computed to six (6) decimal places; (xiv) The O/C Amount, the O/C Reduction Amount, the Excess O/C Amount and the Specified O/C Amount for the Distribution Date and the Excess Spread for such Distribution Date; (xv) The amount of Distributable Excess Spread to be distributed to the Class A Certificateholders on such Distribution Date pursuant to Sections 5.1(a)(i)(E) on such Distribution Date; (xvi) The number of Mortgage Loans outstanding at the beginning and at the end of the related Due Collection Period; (xxxvii) the amount of The aggregate Liquidation Loan Losses experienced during Loss Amount, if any, for the preceding Due Period Collection Period, the cumulative Total Losses and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool BalanceRolling Three Month Delinquency Rate; (xxixviii) The Aggregate Loan Balance, as of the end of the Collection Period related to such Distribution Date; (xix) The number and aggregate Principal Balances of Mortgage Loans (w) as to which the Monthly Payment is delinquent for 30-59 days, 60-89 days and 90 or more days, respectively, (x) that have become REO, in each case as of the end of the preceding calendar monthCollection Period, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which y) that are in foreclosure; , and (z) the number and Principal Balance Mortgagor of which is the subject of any bankruptcy or insolvency proceeding; (xx) The unpaid principal amount of all Mortgage Loans in bankruptcy; and the number and Principal Balance of that became Liquidated Mortgage Loans which are REO Property, each separately set forth)during such Collection Period; (xxi) The Net Liquidation Proceeds received during such Collection Period; (xxii) for The book value (within the Distribution Date meaning of 12 C.F.R. ss. 571.13 or comparable provision) of any real estate acquired through foreclosure or grant of a deed in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account;lieu of foreclosure; and (xxiii) the number and aggregate Principal Balance of Mortgage Loans, Such other than Mortgage Loans in default or imminent default, that were modified information as is required by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount Code and regulations thereunder to be made available to Holders of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO A Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available forward such report to the Master Servicer, the SellerDepositor, the CertificateholdersCertificate Insurer, the Certificateholders and the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) Agencies on the such Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Master Servicer. To the extent that there are inconsistencies between the telecopy of the Trustee's Remittance Report and the hard copy thereof, the Master Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses subclause (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular CertificateClass A or Class B-IO Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iiivi) and (ivvii) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Residual Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates Class A and Class B-IO Certificateholders in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Residual Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Residual Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Residual Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Master Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder and to the Certificate Insurer (if requested in writing), during the term of this Agreement, such periodic, special special, or other reports or information, whether or not provided for herein, as shall be necessary, reasonable reasonable, or appropriate with respect to the Certificateholder or the Certificate Insurer, as the case may be, or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder or the Certificate Insurer, as the case may be, may reasonably require; provided provided, that the Master Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder or the Certificate Insurer, as the case may be, for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files tapes furnished by the Master Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent provided in this Agreement and to the extent required by law or to the Rating Agencies, the Depositor, the Certificate Insurer's reinsurer, parent, regulators, liquidity providers and auditors and to the extent the Seller instructs the Trustee in acting to furnish information regarding the Trust or the Mortgage Loans to third-party information providers. No Person entitled to receive copies of such reports or diskettes or files tapes or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (First Union Residential Securitization Transactions Inc)

Statements. (a) Not later than 1:00 p.m., New York California time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means modem a computer file containing the loan level information necessary to permit the Trustee to calculate the information required called for by clauses (i) through (xxvixxiii) below as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than 1:00 p.m., California time, on each Determination Date, the Trustee shall deliver to the Servicer and the Seller by telecopy, with a hard copy thereof to be delivered on the succeeding Distribution Date, a confirmation of the items in clause (i) below. Not later than one Business Day prior to each Distribution Date the Trustee shall prepare deliver a statement (the "Trustee's Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification or calculation thereof: (i) The Available Funds for each Certificate Group and the each Class's Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest for each Loan Group paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Fee; (vii) the Loan Group Balance of each Loan Group and the Pool Balance Balance, in each case as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the each Overcollateralization Amount and the each Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) for each Certificate Group, whether a Trigger Event or a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereofcontinuing; (xi) The number and Principal Balances of all Mortgage Loans in each Loan Group that were the aggregate amount subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the The amount of all Curtailments in each Loan Group that were received during the Due Period; (xiii) the The principal portion of all Monthly Payments in each Loan Group received during the Due Period; (xiv) the The interest portion of all Monthly Payments in each Loan Group received on the Mortgage Loans during the Due Period; (xv) For each Certificate Group, the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certificateholders for the Distribution Date; (xvii) the The weighted average remaining term to maturity of the Mortgage Loans in each Loan Group and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviii) the The amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the The number of Mortgage Loans in each Loan Group outstanding at the beginning and at the end of the related Due Period; (xx) For each Certificate Group, the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Loan Losses and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) For each Loan Group, as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including delinquent; the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for For each Certificate Group the Distribution Date in April 2004 calculation of the Trigger Event and May 2004, the amount, if any, on deposit in the First Payment Loan AccountCumulative Loss Event; (xxiii) For each Loan Group, the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer);Period; and (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for For each Pre-Funding Distribution Date, the remaining amount in the Allocated Pre-Funding AccountFunded Amount. The Trustee shall make available forward such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. The Servicer shall calculate all items in clauses (i) - (xxiv) above. To the extent that there are inconsistencies between the telecopy of the Trustee's Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Corp /De/)

Statements. (a) Not later than 1:00 p.m.11:00 a.m., New York Illinois time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee Securities Administrator by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required called for by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require. Not later than 4:00 p.m., and New York time, three Business Days prior to each Distribution Date, the Seller hereby agrees Securities Administrator shall deliver to provide the Servicer, the Trustee and the Servicer Seller by telecopy, with an amended Prepayment Charge Schedulea hard copy thereof to be delivered on the succeeding Distribution Date, if required, at such timea confirmation of the items in clause (i) below. Not later than two Business Days prior to each Distribution Date the Securities Administrator shall deliver to the Trustee shall prepare a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Securities Administrator and the Trustee shall conclusively rely without independent verification or calculation thereof: (i) the Available Funds for each Certificate Group and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest for each Loan Group paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Fee; (vii) the Loan Group Balance of each Loan Group and the Pool Balance Balance, in each case as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans in each Loan Group that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments in each Loan Group that were received during the Due Period; (xiii) the principal portion of all Monthly Payments in each Loan Group received during the Due Period; (xiv) the interest portion of all Monthly Payments in each Loan Group received on the Mortgage Loans during the Due Period; (xv) for each Certificate Group, the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P CertificatesP, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans in each Loan Group and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans in each Loan Group outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Loan Losses and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) for each Loan Group, as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 any LIBOR Carryover distributed and May 2004, the amount, if any, on deposit in the First Payment Loan Accountany remaining LIBOR Carryover; (xxiii) for each Loan Group, the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to the Class A-6F Certificates and each Class of Offered Subordinate Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) for each Pre-Funding Distribution Date, the amount on deposit remaining in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Initial Coverage Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Allocated Pre-Funding AccountFunded Amount. The Trustee shall make available forward such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Securities Administrator and the Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. The Servicer shall calculate all items in clauses (i) - (xxvi) above. To the extent that there are inconsistencies between the telecopy of the Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons Securities Administrator or the Trustee or and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer Servicer, the Securities Administrator and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer Servicer, the Securities Administrator and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Home Equity Loan Tr 1999-2 Home Equ Loan Ass B)

Statements. (a) Not later than 1:00 p.m., New York time, on Tenant shall furnish the fifth Business Day prior following statements to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereofLandlord: (i) Available Funds Within ninety-five (95) days after the end of Tenants’ Fiscal Years or concurrently with the filing by Guarantor of its annual report on Form 10K with the SEC, whichever is later: (i) Guarantor’s Financial Statements; (ii) Financials for each of the Facilities for the fiscal year last completed in each case certified by an Officer of Tenant; and (iii) a report with respect to Guarantor’s Financial Statements from Guarantor’s accountants, which report shall be unqualified as to going concern and scope of audit of Guarantor and its subsidiaries and shall provide in substance that (a) such consolidated financial statements present fairly the consolidated financial position of Guarantor and its subsidiaries as at the dates indicated and the Certificate Rate for each Class results of their operations and cash flow for the related Distribution Dateperiods indicated in conformity with GAAP and (b) that the examination by Guarantor’s accountants in connection with such Financial Statements has been made in accordance with generally accepted auditing standards; (ii) Within fifty (50) days after the aggregate amount end of each of Tenant’s Fiscal Year quarters or concurrently with the distribution to each Class filing by Guarantor of Certificates its quarterly report on Form 10Q with the SEC, whichever is later, a copy of Guarantor’s Financials for such Distribution Dateperiod; (iii) Upon Landlord’s request from time to time, such additional information and unaudited quarterly financial information concerning the amount of Leased Property and Tenant as Landlord may require for its on-going filings with the distribution set forth in paragraph (i) above in respect of interest SEC under both the Securities Act and the amount thereof Securities Exchange Act of 1934, as amended, including, but not limited to, 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord during the Term of this Master Lease, subject to the conditions that neither Tenant nor Guarantor shall be required to disclose information that is material non-public information or is subject to the quality assurance immunity or is subject to attorney-client privilege or the attorney work product doctrine; provided, however, in respect the event that Guarantor is no longer a registrant under the Securities Exchange Act of any Class Interest Carryover Shortfall1934, as amended, Tenant and/or Guarantor shall continue to provide to Landlord the same information that Guarantor would have included in filings on Form 10-Q and the amount of any Class Interest Carryover Shortfall remainingForm 10-K if it were such a registrant; (iv) Within forty (40) days after the amount end of each month, a financial report for each of the distribution set forth in paragraph (i) above in Facilities for such month, including detailed statements of income and expense and detailed operational statistics regarding occupancy rates, patient mix and patient rates by type for each Facility; provided, however, that with respect of principal and to each calendar quarter, Tenant shall provide such financial reports for the amount final month thereof in respect as soon as is reasonably practicable following the closing of the Class Principal Carryover Shortfall, books for such month and any remaining Class Principal Carryover Shortfallin sufficient time so that Landlord or its Affiliate is able to include the operational results for the entire quarter in its current Form 10-Q or Form 10-K (or supplemental report filed in connection therewith); (v) Within fifteen (15) Business Days after Tenant’s receipt of a written request from Landlord, copies of the amount most recent surveys performed by the appropriate governmental agencies for licensing or certification purposes, and any plan of Excess Interest paid correction submitted by Tenant to such agencies along with evidence as principalto whether it has yet been approved, or is still under review, by the State; (vi) Prompt Notice to Landlord of any action, proposal or investigation by any agency or entity, or complaint to such agency or entity, (any of which is called a “Proceeding”), known to Tenant, the Servicing Fee and the Trustee Fee result of which Proceeding would reasonably be expected to be to (including the separate amounts payable a) revoke or suspend or terminate or modify in a way adverse to each Tenant, or fail to renew or fully continue in effect, any license or certificate or operating authority pursuant to which Tenant carries on any part of the Trustee and its Custodian)Primary Intended Use of all or any portion of the Leased Property, or (b) suspend, terminate, adversely modify, or fail to renew or fully continue in effect any cost reimbursement or cost sharing program by any state or federal governmental agency, including but not limited to Medicaid/Medi-Cal or Medicare or any successor or substitute therefor, if the effect thereof is or reasonably would reasonably be anticipated to be materially adverse to Tenant or the Leased Property, or (iii) seek return of or reimbursement for any funds previously advanced or paid pursuant to any such program, if the effect thereof is or reasonably would be anticipated to be materially adverse to Tenant or the Leased Property, or (iv) impose any bed hold, limitation on patient admission or similar restriction on the Leased Property for a period in excess of thirty (30) days, or (iv) prosecute any party with respect to the operation of any activity on the Leased Property or enjoin any party or seek any civil penalty in excess of Two Hundred Fifty Thousand Dollars ($250,000) in respect thereof; (vii) As soon as it is prepared in a Lease Year, a capital and operating budget for each Facility for that and the Pool Balance as of the close of business on the last day of the preceding Due Period;following Lease Year; and (viii) Within fifteen (15) Business Days after Tenant’s receipt of a written request from Landlord, copies of Medicaid/Medi-Cal rate letters. Tenant further agrees to provide the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount financial and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment operational reports to be made on the Determination Date; (xvi) the amount delivered to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxiLandlord under this Master Lease in such electronic format(s) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified may reasonably be required by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as Landlord from time to time in force. (e) The Servicer and order to facilitate the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies integration of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreementwithin Landlord’s internal financial and reporting database.

Appears in 1 contract

Sources: Master Lease (SHG Services, Inc.)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May January 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO S Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Renaissance Home Equity Loan Trust 2003-4)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means and to the Certificate Insurer via e-mail at ▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvixxvii) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require. Not later than 4:00 p.m., New York time, three Business Days prior to each Distribution Date, the Trustee shall deliver to the Servicer, the Certificate Insurer and the Seller hereby agrees by telecopy, with a hard copy thereof to provide be delivered on the Trustee and succeeding Distribution Date, a confirmation of the Servicer with an amended Prepayment Charge Schedule, if required, at such timeitems in clause (i) below. Not later than each Distribution Date the Trustee shall prepare a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) the Available Funds for each Certificate Group and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest for each Loan Group paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Loan Group Balance of each Loan Group and the Pool Balance Balance, in each case as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans in each Loan Group that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments in each Loan Group that were received during the Due Period; (xiii) the principal portion of all Monthly Payments in each Loan Group received during the Due Period; (xiv) the interest portion of all Monthly Payments in each Loan Group received on the Mortgage Loans during the Due Period; (xv) for each Certificate Group, the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P CertificatesBIO, Class BIO P and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans in each Loan Group and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans in each Loan Group outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) for each Loan Group, as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 any LIBOR Carryover distributed and May 2004, the amount, if any, on deposit in the First Payment Loan Accountany remaining LIBOR Carryover; (xxiii) for each Loan Group, the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (in Certificate Group F, other than the Class A-IO IOF Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and each Class of Subordinate Certificates and the amount of Net Rate Cap Carryover remaining for each such Class;; and (xxv) the amount of the Insured Payments, if any, to be made on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however, that the Trustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the telecopy of the Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s 's internet websitewebsite and its fax-on-demand service. The Trustee’s 's fax-on-demand service may be accessed by calling (▇▇▇) ▇▇▇-▇▇▇▇. The Trustee's internet website shall initially be located at "▇▇▇.▇▇▇▇▇▇▇.▇▇▇". Assistance in using the website or the fax-on-demand service can be obtained by calling the Trustee’s 's customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons Trustee or and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the DepositorCertificate Insurer, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Corp /De/)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall A reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a detailed statement (the “Remittance Report”"Statement") containing of the information set forth below with respect to such Distribution Date, which information Direct Expenses actually payable by Tenant shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: given to Tenant within one hundred eighty (i180) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, year or as soon thereafter as practicable. If Tenant's Percentage Share of any Direct Expenses as shown on such Statement is greater or less than the Trustee shall furnish to each Person who at any time total amount actually paid by Tenant during the calendar year was covered by such Statement, then within thirty (30) days thereafter, Tenant shall pay in cash any sums owed to Landlord or, if applicable, Tenant shall receive a Holder credit against any Rent next accruing for any sum owed Tenant. If, as of the thirtieth (30th) day after delivery to Tenant of a Regular CertificateStatement, if requested Tenant shall not have delivered to Landlord an Objection Notice (as defined below), then such Statement shall be final and binding upon Landlord and Tenant, and Tenant shall have no further right to object to such Statement. If within such thirty (30) day period, Tenant delivers to Landlord a written statement specifying objections to such Statement (an "Objection Notice"), then Tenant and Landlord shall meet to attempt to resolve such objection within thirty (30) days after delivery of the Objection Notice. Landlord shall provide access for Tenant to review its pertinent records, during the thirty (30) day period after delivery to Tenant of a Statement, during regular business hours in writing Landlord's management office for the Building. Notwithstanding that any such dispute remains unresolved, Tenant shall be obligated to pay Landlord all Rent payable in accordance with this Lease (including any disputed amount). If such dispute results in an agreement that Tenant is entitled to a refund, Landlord shall, at its option, either pay such refund or credit the amount thereof to the Basic Monthly Rent next becoming due from Tenant. The failure or delay by such Person, such information as is reasonably necessary Landlord to provide Tenant with Landlord’s estimate of Tenant’s Percentage Share of Direct Expenses or a Statement for any calendar year shall not constitute a default by Landlord hereunder, or a waiver by Landlord of Tenant’s obligation to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated pay Tenant’s Percentage Share of Direct Expenses for such calendar year or applicable portion thereof during which of Landlord’s right to send to Tenant such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Datean estimate or Statement, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report case may be. If the Term of this Lease expires or is made available to all Certificateholders terminated on a copy day other than the last day of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time amount of Direct Expenses payable by Tenant during the calendar year was in which the Term expires or is terminated shall be prorated on the basis which the number of days from the commencement of the calendar year to and including the date on which the Term expires or is terminated bears to three hundred sixty-five (365). Within one hundred twenty (120) days following expiration of the calendar year in which the Term expired or terminated, or as soon thereafter as practicable, Landlord shall give a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary final Statement to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated Tenant for such calendar year ("Final Statement"). If Tenant's share of any Direct Expenses as shown on the Final Statement is greater or applicable portion thereof less than the total amounts of Direct Expenses actually paid by Tenant during which such Person was a Class R Certificateholder. Such obligation of the Trustee calendar year covered by the Final Statement, then within thirty (30) days thereafter the appropriate party shall be deemed to have been satisfied pay to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to other party any requirements of the Code as from time to time in forcesums owed. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Office Lease (Looksmart LTD)

Statements. (a) Not No later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Determination Date, the Servicer shall deliver to the Indenture Trustee by electronic means a magnetic tape or computer disk providing such information regarding the Servicer's activities in servicing the Home Loans during the related Due Period as the Indenture Trustee may reasonably require. Upon a written request from the Arranger following a Conversion Event, the Servicer shall also deliver such magnetic tape or computer disk to the Arranger. No later than each Determination Date, the Servicer shall deliver to the Note Insurer a computer file disk containing such information regarding the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as servicing of the end Home Loans during the related Due Period as the Note Insurer may reasonably require. (1) Subject to the modification of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and Servicer's Monthly Remittance Report by the Servicer with an amended Prepayment Charge Schedulethe prior written consent of the Majority Noteholders and the Indenture Trustee, if required, at such time. Not no later than three (3) Business Days before each Distribution Date Payment Date, the Servicer shall prepare and the Indenture Trustee shall prepare distribute a monthly statement (the "Servicer's Monthly Remittance Report”) containing the information set forth below " with respect to such Distribution Payment Date) to the Seller, which information shall be based solely upon the loan level information furnished by Noteholders, the Servicer upon which Note Insurer, the Trustee shall conclusively rely without independent verification thereofArranger and each Rating Agency, stating the date of original issuance of the Notes (day, month and year), the name of the Issuer (I.E., "FIRSTPLUS FUNDING TRUST"), the series designation of the Notes (I.E., "Series 1997A"), the date of this Agreement and the following information: (i) the Available Funds Payment Amount, the Interest Payment Amount and the Certificate Rate for each Class for calculation with respect to such amount, the Principal Payment Amount and the Required Payment Amount with respect to the related Distribution Payment Date; (ii) the aggregate amount Aggregate Note Principal Balance and the Pool Principal Balance as of the distribution first day of the related Due Period and after giving effect to each Class of Certificates payments made to the Noteholders on such Distribution Payment Date; (iii) the amount of principal and interest received on the distribution set forth in paragraph (i) above in respect of interest and Home Loans during the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remainingrelated Due Period; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal Servicing Compensation and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover ShortfallGuaranty Insurance Premium for such Payment Date; (v) the amount of Excess Interest paid as principalOvercollateralization Amount with respect to such Payment Date, the Required Overcollateralization Amount with respect to such Payment Date, the Net Loan Losses incurred during the related Due Period and the cumulative Net Loan Losses with respect to such Payment Date; (vi) the Servicing Fee amount remaining on deposit in the Reserve Fund on such Payment Date after giving effect to the payments made to Noteholders on such Payment Date and the Trustee Fee (including amount on deposit in the separate amounts payable to each of Capitalized Interest Account on the Trustee and its Custodian)related Determination Date; (vii) the Pool weighted average maturity of the Home Loans and the weighted average Home Loan Interest Rate of the Home Loans, each as of the last day of the related Due Period. (viii) certain performance information, including delinquency and foreclosure information with respect to the Home Loans; (ix) the amount of any Guaranteed Payment included in the amounts paid to the Noteholders on such Payment Date; (x) the amount of any Note Insurer Reimbursement Amount to be paid to the Note Insurer on such Payment Date and the amount of any Note Insurer Reimbursement Amount remaining unsatisfied following such payment; (xi) the amount of any Servicing Advance Reimbursement Amount to be paid to the Servicer on such Payment Date and the amount of any Servicing Advance Reimbursement Amount remaining unpaid following such payment; (xii) the number of and aggregate Principal Balance of all Home Loans in foreclosure proceedings (other than any Home Loans described in clause (xiv)) and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xixxiii) the number of Mortgage and the aggregate Principal Balance of the Home Loans outstanding at in bankruptcy proceedings (other than any Home Loans described in clause (xiii)) and the beginning and at percent of the end aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the first day of the related Due Period; (xiv) the number of Foreclosure Properties, the aggregate Principal Balance of the related Home Loans, the book value of such Foreclosure Properties and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the first day of the related Due Period; (xv) during the related Due Period, the aggregate Principal Balance of Home Loans for each of the following: (A) that became Defaulted Home Loans, (B) that became Liquidated Home Loans, (C) that became Deleted Home Loans pursuant to Section 3.05(a) as a result of such Deleted Home Loans being Defective Home Loans, and (D) that became Deleted Home Loans pursuant to Section 2.9(c) of the Indenture as a result of such Deleted Home Loans being Defaulted Home Loans or a Home Loan in foreclosure, default or imminent default, including the foregoing amounts by loan type (I.E., Combination Loans or Debt Consolidation Loans); (xvi) from the Closing Date through the most current Due Period, the cumulative aggregate Principal Balance of Home Loans for each of the following: (A) that became Defaulted Home Loans, (B) that became Liquidated Home Loans and (C) that became Deleted Home Loans pursuant to Section 3.05(a) as a result of such Deleted Home Loans being Defaulted Home Loans or a Home Loan in foreclosure, default or imminent default, including the foregoing amounts by loan type (I.E., Combination Loans or Debt Consolidation Loans); (xvii) the scheduled principal payments and the principal prepayments received with respect to the Home Loans during the related Due Period; (xviii) the number of and aggregate principal balance of all Home Loans (both during the related Due Period and in aggregate since the Closing Date) repurchased or substituted pursuant to Sections 3.05 or 4.02 or Section 2.9(c) of the Indenture; (xix) the ABS Yield Spread, the Base Treasury Yield and the Minimum Spread Percent, each as of the related Determination Date; (xx) the amount of Liquidation Loan Losses experienced during then-applicable Overcollateralization Base Percent Requirement, the preceding Due Period then-applicable Overcollateralization Targeted Percent Requirement, and the Cumulative Net Losses as a percentage of the Cutthen-Off Date Pool Balanceapplicable Required Credit Support Multiple; (xxi) as of the end of Net Defaulted Loan losses incurred during the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; related Due Period and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth)Default Rate with respect to the related Payment Date; (xxii) for the Distribution Date in April 2004 Delinquency Rate (30 day) and May 2004the Delinquency Rate (60 day), each with respect to the amount, if any, on deposit in the First related Payment Loan Account;Date; and (xxiii) such other information as may be reasonably requested by the number Indenture Trustee or Note Insurer. (2) No later than seven days following a repurchase or substitution pursuant to Sections 3.05 or 4.02 or Section 2.9 of the Indenture, the Servicer shall notify each Rating Agency and the Note Insurer of the aggregate Principal Balance principal balances of Mortgage Loans, other than Mortgage the Home Loans in default repurchased or imminent default, that were modified substituted and (if applicable) the relevant Substitution Adjustment. All reports prepared by the Servicer during of the related Due Period (as reported withdrawals from and deposits in the Collection Account will be based in whole or in part upon the information provided to the Indenture Trustee by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Indenture Trustee may fully rely upon and shall have no liability with respect to such information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On No later than three (3) Business Days before each Distribution Payment Date, the Trustee Servicer shall make available prepare and distribute to the Class R Certificateholders in Note Insurer a monthly statement that includes the same manner cumulative aggregate Principal Balance of Home Loans that became Deleted Home Loans pursuant to Section 3.05(a) as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect result of such Distribution Deleted Home Loans being Defective Home Loans from the Closing Date and a statement setting forth through the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriatemost current Due Period. (d) Within No later than three (3) Business Days following a reasonable period of time after written request by the end of each calendar yearArranger, the Trustee Servicer shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant report to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation Arranger setting forth the ABS Yield Spread as of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements date of the Code as from time to time in forcesuch request. (e) On each Advance Date and Note Principal Prepayment Date, the Servicer shall deliver a report to the Arranger setting forth the weighted average Home Loan Interest Rate of the Home Loans as of such Advance Date or Note Principal Prepayment Date, after giving effect to the Advance or the Note Principal Prepayment, as applicable. (f) Upon reasonable advance notice in writing, the Indenture Trustee will provide to each Noteholder which is a savings and loan association, bank or insurance company access to information and documentation regarding the Home Loans sufficient to permit such Noteholder to comply with applicable regulations of the FDIC or other regulatory authorities with respect to such Noteholder's investment in the Notes. (g) The Servicer and the Indenture Trustee shall furnish forward to the Depositor, the Seller and each Certificateholder (if requested in writing), Noteholder during the term of this Agreement, such periodic, special special, or other reports, including information tax returns or reports required with respect to the Notes, including Internal Revenue Service Forms 1099 and other similar reports that are required to be filed by the Indenture Trustee or informationits agent, whether or not provided for herein, as shall be necessary, reasonable reasonable, or appropriate with respect to the Certificateholder Noteholders, or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder Noteholders may reasonably require; provided that . (h) Reports and computer tapes furnished by the Servicer and the Indenture Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to in connection with the extent required by law or to the Rating Agenciespurposes and requirements of this Agreement. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders tapes shall use the information therein for the purpose of soliciting the customers of the Seller or the Servicer or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Firstplus Financial Group Inc)

Statements. (a) Not later than 1:00 p.m.On each Distribution Date, New York timethe Trustee shall prepare and make available to each Holder of the Regular Certificates, on the fifth Master Servicer, the Class I-A4 Insurer, the NIMS Insurer, the indenture trustee under the Indenture and the Rating Agencies, and two Business Day Days prior to each Distribution Date, the Servicer Trustee shall deliver prepare and make available to the Swap Counterparty and any designee of the Swap Counterparty, a statement by electronic medium (as set forth in the penultimate paragraph of this Section 4.03(a)), based on information provided to the Trustee by electronic means a computer file containing the loan level information necessary Master Servicer, the Cap Provider or the Swap Counterparty as to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to distributions made on such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds the amount of the distribution made on such Distribution Date to the Holders of each Class of Regular Certificates, separately identified, allocable to principal and the Certificate Rate for each amount of the distribution made to the Holders of the Class for the related Distribution DateP Certificates allocable to Prepayment Charges and Master Servicer Prepayment Charge Payment Amounts; (ii) the aggregate amount of the distribution made on such Distribution Date to the Holders of each Class of Regular Certificates on (other than the Class P Certificates), allocable to interest, separately identified; (iii) the Overcollateralized Amount, the Overcollateralization Release Amount, the Overcollateralization Deficiency Amount and the Overcollateralization Target Amount as of such Distribution Date and the Excess Overcollateralized Amount for the Mortgage Pool, for such Distribution Date; (iiiiv) by Loan Group and in the aggregate amount of servicing compensation received by the distribution set forth in paragraph (i) above in Master Servicer with respect of interest to the related Due Period and such other customary information as the amount thereof in respect of any Class Interest Carryover ShortfallTrustee deems necessary or desirable, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfallor which a Certificateholder reasonably requests, and any remaining Class Principal Carryover Shortfallto enable Certificateholders to prepare their tax returns; (v) the amount of Excess Group I Interest paid as principalRemittance Amount and the Group II Interest Remittance Amount and the Group I Principal Remittance Amount and the Group II Principal Remittance Amount for such Distribution Date; (vi) the Servicing Fee aggregate amount of Advances for the related Due Period, the amount of unrecovered Advances (after giving effect to Advances made on the Distribution Date) outstanding and the Trustee Fee (including the separate amounts payable to each amount of the Trustee and its Custodian)Nonrecoverable Advances for such Distribution Date; (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class aggregate Stated Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and Group I Mortgage Loans, the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Group II Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and Close of Business at the end of the related Due Period; (viii) the number, aggregate principal balance, weighted average remaining term to maturity and weighted average Mortgage Rate of the Mortgage Loans as of the related Determination Date; (ix) by Loan Group and in the aggregate, the number and aggregate unpaid principal balance of Mortgage Loans (a) delinquent 30-59 days, (b) delinquent 60-89 days, (c) delinquent 90 or more days in each case, as of the last day of the preceding calendar month provided, however that any aggregate unpaid principal balance of Mortgage Loans shall be reported as of the last day of the related Due Period, (d) as to which foreclosure proceedings have been commenced and (e) with respect to which the related Mortgagor has filed for protection under applicable bankruptcy laws, with respect to whom bankruptcy proceedings are pending or with respect to whom bankruptcy protection is in force; (x) with respect to any Mortgage Loan that became an REO Property during the preceding Prepayment Period, the unpaid principal balance and the Principal Balance of such Mortgage Loan as of the date it became an REO Property; (xi) the total number and cumulative principal balance of all REO Properties as of the Close of Business of the last day of the preceding Prepayment Period; (xii) by Loan Group and in the aggregate, the aggregate amount of Principal Prepayments made during the related Prepayment Period; (xiii) by Loan Group and in the aggregate, the aggregate amount of Realized Losses incurred during the related Prepayment Period and the cumulative amount of Realized Losses; (xiv) the aggregate amount of Extraordinary Trust Fund expenses withdrawn from the Collection Account or the Distribution Account for such Distribution Date; (xv) the Certificate Principal Balance of the Class A Certificates, the Mezzanine Certificates, the Class B Certificates and the Class C Certificates, after giving effect to the distributions made on such Distribution Date (separately identifying any reduction thereof due to the receipt of Insured Payments in respect of principal in the case of the Class I-A4 Certificates), and the Notional Amount of the Class C Certificates, after giving effect to the distributions made on such Distribution Date; (xvi) the Monthly Interest Distributable Amount in respect of the Class A Certificates, the Mezzanine Certificates, the Class B Certificates and the Class C Certificates for such Distribution Date and the Unpaid Interest Shortfall Amount, if any, with respect to the Class A Certificates, the Mezzanine Certificates and the Class B Certificates for such Distribution Date; (xvii) by Loan Group and in the aggregate, the aggregate amount of any Net Prepayment Interest Shortfalls for such Distribution Date, to the extent not covered by payments by the Master Servicer pursuant to Section 3.24, and the aggregate amount of any Relief Act Interest Shortfalls for such Distribution Date; (xviii) the Credit Enhancement Percentage for such Distribution Date; (xix) the related Net WAC Rate Carryover Amount for the Class A Certificates, the Mezzanine Certificates and the Class B Certificates, if any, for such Distribution Date and the amount remaining unpaid after reimbursements therefor on such Distribution Date; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool BalanceTrustee Fee on such Distribution Date; (xxi) as of the end of the preceding calendar monthwhether a Stepdown Date, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 a Trigger Event, a Sequential Trigger Event or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth)a Group II Sequential Trigger Event has occurred; (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan AccountAvailable Funds; (xxiii) the number respective Pass-Through Rates applicable to the Class A Certificates, the Mezzanine Certificates, the Class B Certificates and aggregate Principal Balance of Mortgage Loansthe Class C Certificates for such Distribution Date and the Pass-Through Rate applicable to the Class A Certificates, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during Mezzanine Certificates and the related Due Period (as reported by Class B Certificates for the Servicer)immediately succeeding Distribution Date; (xxiv) by Loan Group and in the amount aggregate, the Principal Balance of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than Mortgage Loans repurchased by the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such ClassSeller; (xxv) any other information that is required by the Code and regulations thereunder to be made available to Certificateholders; (xxvi) the amount on deposit in the Net Rate Reserve Fund; (A) the dollar amount of payments received related to claims under the PMI Policy during the related Prepayment Period (and the number of Mortgage Loans to which such payments related) and (B) the aggregate dollar amount of payments received related to claims under the PMI Policy since the Cut-off Date (and the number of Mortgage Loans to which such payments related); (xxviii) (A) the dollar amount of claims made under the PMI Policy that were denied during the related Prepayment Period (and the number of Mortgage Loans to which such denials related) and (B) the aggregate dollar amount of claims made under the PMI Policy that were denied since the Cut-off Date (and the number of Mortgage Loans to which such denials related); (xxix) for such Distribution Date, the amount of any payment made by the Cap Provider under each of the Cap Agreements; (xxx) the amount of Subsequent Recoveries and Gross Subsequent Recoveries for the related Prepayment Period and the cumulative amount of Subsequent Recoveries and Gross Subsequent Recoveries in the aggregate and for each of Loan Group I and Loan Group II; (xxxi) the Swap Counterparty Payment, the Swap Fee Amount, the unpaid Swap Termination Payment payable by the Trust, the unpaid Swap Termination Payment payable by the Swap Counterparty, the Swap Termination Payment payable by the Trust paid on such Distribution Date, the Swap Termination Payment payable by the Swap Counterparty paid on such Distribution Date and the Swap Reimbursement Amount for such Distribution Date and any unpaid Gross Swap Reimbursement Amount and Swap Fee Amounts from prior Distribution Dates; (xxxii) the Group I Final Maturity Reserve Amount, the Group II Final Maturity Reserve Amount, the Aggregate Final Maturity Reserve Amount and the aggregate amount on deposit in the Final Maturity Reserve Account for such Distribution Date and on the earlier of the Distribution Date in November 2035 and the termination of the Trust Fund, the amount distributed to each Class of the Certificates from the Final Maturity Reserve Account; (xxxiii) with respect to each Mortgage Loan prepaid in full or in part during the related Prepayment Period, whether the Prepayment Charge is required with respect to such Mortgage Loan, the amount of such Prepayment Charge and the amounts amount actually collected with respect to such Prepayment Charge; (xxxiv) the amount of each deposit and withdrawal from any draw to be made on the Class I-A4 Policy for such AccountDistribution Date; and (xxvixxxv) all amounts paid to the Class I-A4 Insurer in respect of the Class I-A4 Premiums and in respect of the Class I-A4 Reimbursement Amount for each Pre-Funding such Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report statement (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, the Master Servicer, the Class I-A4 Insurer, the NIMS Insurer, the Cap Provider, the Swap Counterparty and the parties to this Agreement Rating Agencies via the Trustee’s internet website. The Trustee’s internet website shall initially be located at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇.▇▇▇/invr. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇-▇▇▇) -▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports such statements are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition In the case of information furnished pursuant to access the Trustee’s internet websitesubclauses (i) through (iii) above, the Trustee may require registration and amounts shall be expressed in a separate section of the acceptance report as a dollar amount for each Class for each $1,000 original dollar amount as of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto)Closing Date. (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall shall, upon written request, furnish to the Class I-A4 Insurer and each Person who at any time during the calendar year was a Holder Certificateholder of a Regular Certificate, if requested in writing by the Class I-A4 Insurer or such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iiii) and through (ivii) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in Holders of the same manner as Residual Certificates and the Remittance Report is made available to all Certificateholders NIMS Insurer a copy of the reports forwarded to the Holders of the Regular Certificates Certificateholders in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R CertificateholderHolder of a Residual Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R CertificateholderHolder of a Residual Certificate. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and On each Distribution Date the Trustee shall furnish provide Bloomberg Financial Markets, L.P. (“Bloomberg”) CUSIP level factors for each Class of Certificates as of such Distribution Date, using a format and media mutually acceptable to the Depositor, the Seller Trustee and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainableBloomberg. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Long Beach Mortgage Loan Trust 2005-Wl3)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means and to the Certificate Insurer via e-mail at ▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvixxvii) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require. Not later than 4:00 p.m., New York time, three Business Days prior to each Distribution Date, the Trustee shall deliver to the Servicer, the Certificate Insurer and the Seller hereby agrees by telecopy, with a hard copy thereof to provide be delivered on the Trustee and succeeding Distribution Date, a confirmation of the Servicer with an amended Prepayment Charge Schedule, if required, at such timeitems in clause (i) below. Not later than each Distribution Date the Trustee shall prepare a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) the Available Funds for each Certificate Group and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest for each Loan Group paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Loan Group Balance of each Loan Group and the Pool Balance Balance, in each case as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans in each Loan Group that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments in each Loan Group that were received during the Due Period; (xiii) the principal portion of all Monthly Payments in each Loan Group received during the Due Period; (xiv) the interest portion of all Monthly Payments in each Loan Group received on the Mortgage Loans during the Due Period; (xv) for each Certificate Group, the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans in each Loan Group and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans in each Loan Group outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) for each Loan Group, as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 any LIBOR Carryover distributed and May 2004, the amount, if any, on deposit in the First Payment Loan Accountany remaining LIBOR Carryover; (xxiii) for each Loan Group, the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (in Certificate Group F, other than the Class A-IO IOF Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and each Class of Subordinate Certificates and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) for each Pre-Funding Distribution Date, the amount on deposit remaining in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Initial Coverage Account; and; (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Allocated Pre-Funding AccountFunded Amount; and (xxvii) the amount of the Insured Payments, if any, to be made on such Distribution Date. The Trustee shall make available such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however, that the Trustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the telecopy of the Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s 's internet websitewebsite and its fax-on-demand service. The Trustee’s 's fax-on-demand service may be accessed by calling (▇▇▇) ▇▇▇-▇▇▇▇. The Trustee's internet website shall initially be located at "▇▇▇.▇▇▇▇▇▇▇.▇▇▇". Assistance in using the website or the fax-on-demand service can be obtained by calling the Trustee’s 's customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Fund Hm Equ Ln 2000-2 Hm Equ Ln Ass BKD CRT Ser 2000-2)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Two Business Day Days prior to each Distribution Date, the Servicer Securities Administrator shall deliver make available to the Trustee by electronic means Securities Administrator, and concurrently with each distribution to Certificateholders, the Securities Administrator shall make available to each Certificateholder, the Seller, the Master Servicer, the Trustee, the Yield Maintenance Provider and the Rating Agencies, a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Periodstatement based, as applicable, and such other on loan-level information as provided to it by the Trustee shall reasonably require, Master Servicer and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge ScheduleServicers, if required, at such time. Not no later than each the third Business Day prior to the related Distribution Date the Trustee shall prepare a statement Date, (the “Remittance ReportDistribution Date Statement”) containing as to the information set forth below with respect distributions to be made or made, as applicable, on such Distribution Date, which information . Information in the Distribution Date Statement relating to or based on amounts available in the Yield Maintenance Account shall be based solely upon the loan level on information furnished provided by the Servicer upon which Yield Maintenance Provider regarding any Yield Maintenance Amounts required to be paid by the Trustee Yield Maintenance Provider for the related Distribution Date pursuant to the Yield Maintenance Agreements. The Distribution Date Statement shall conclusively rely without independent verification thereofinclude the following: (i) Available Funds and the Certificate Rate for amount of the distribution made on such Distribution Date to the Holders of each Class for the related Distribution Dateof Certificates allocable to principal; (ii) the aggregate amount of the distribution made on such Distribution Date to the Holders of each Class of Certificates on such Distribution Dateallocable to interest; (iii) the amount related Senior Percentage, Senior Prepayment Percentage, Subordinate Percentage and Subordinate Prepayment Percentage with respect to each Loan Subgroup, in the case of Loan Group 1, or with respect to Loan Group 2, in each case for the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remainingfollowing Distribution Date; (iv) the aggregate amount of servicing compensation received by the distribution set forth in paragraph (i) above in respect of principal Servicer during the related Due Period and such other customary information as the amount thereof in respect of the Class Principal Carryover ShortfallSecurities Administrator deems necessary or desirable, and any remaining Class Principal Carryover Shortfallor which a Certificateholder reasonably requests, to enable Certificateholders to prepare their tax returns; (v) the amount of Excess Interest paid as principalAdvances for each Loan Subgroup, in the case of Loan Group 1, or for Loan Group 2 for the related Due Period and the amount of unreimbursed Advances; (vi) the Servicing Fee Loan Subgroup Balance for Loan Group 1, the Loan Group Balance for Loan Group 2 and the Trustee Fee (including related Net WAC for each Loan Subgroup, in the separate amounts payable case of Loan Group 1, or with respect to each Loan Group 2, at the Close of Business at the end of the Trustee and its Custodian)related Due Period; (vii) for each Loan Subgroup of Loan Group 1, the Pool aggregate Principal Balance of the Six-Month LIBOR Indexed, One-Year LIBOR Indexed and One-Year CMT Indexed Mortgage Loans at the Close of Business at the end of the related Due Period; (viii) for Loan Group 2, the aggregate Principal Balance of the Three-Month LIBOR Indexed, One-Year LIBOR Indexed and One-Month MTA Indexed Mortgage Loans at the Close of Business at the end of the related Due Period; (ix) for each Loan Subgroup, in the case of Loan Group 1, or with respect to Loan Group 2, the amount of fees, expenses or indemnification amounts paid by the Trust Fund with an identification of the general purpose of such amounts and the party receiving such amounts; (x) for each Loan Subgroup, in the case of Loan Group 1, or with respect to Loan Group 2, the number, weighted average remaining term to maturity, weighted average life and weighted average Loan Rate of the related Mortgage Loans as of the related Due Date; (xi) for each Loan Subgroup, in the case of Loan Group 1, or with respect to Loan Group 2, the number and aggregate unpaid principal balance of the related Mortgage Loans, (a) 30 to 59 days Delinquent, (b) 60 to 89 days Delinquent, (c) 90 or more days Delinquent, (d) as to which foreclosure proceedings have been commenced and (e) in bankruptcy, in each case as of the close of business on the last day of the preceding calendar month, in each case, using the MBA method; (xii) for each Loan Subgroup, in the case of Loan Group 1, or with respect to Loan Group 2, the book value of any REO Property as of the Close of Business on the last Business Day of the calendar month preceding the Distribution Date, and, cumulatively, the total number and cumulative principal balance of all REO Properties in each Loan Group or Loan Subgroup, as applicable, as of the Close of Business of the last day of the preceding Due Period; (viiixiii) for each Loan Subgroup, in the Class Principal Balance case of each Class of Certificates after giving effect Loan Group 1, or with respect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution DateLoan Group 2, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received with respect to each Loan Group or Loan Subgroup, as applicable, made during the related Prepayment Period; (xiixiv) for each Loan Subgroup, in the case of Loan Group 1, or with respect to Loan Group 2, the aggregate amount of Realized Losses incurred during the related Due Period for each Loan Group or Loan Subgroup, as applicable, and the cumulative amount of Realized Losses and the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion Realized Losses, if any, allocated to each Class of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due PeriodCertificates; (xv) the amount Class Principal Balance or Class Notional Balance, as applicable, of each Class of Certificates and the Apportioned Principal Balances of the Monthly Advances and the Compensating Interest payment related Subordinate Certificates after giving effect to be any distributions made thereon, on the Determination such Distribution Date; (xvi) for each Loan Subgroup, in the amount case of Loan Group 1, or with respect to be distributed to Loan Group 2, the Monthly Interest Distributable Amount and the Interest Distributable Amount in respect of each related Class P of Certificates, Class BIO for such Distribution Date and Class R Certificateholdersthe respective portions thereof, respectively for if any, remaining unpaid following the distributions made in respect of such Certificates on such Distribution Date; (xvii) for each Loan Subgroup, in the weighted average remaining term case of Loan Group 1, or with respect to maturity Loan Group 2, the aggregate amount of the Mortgage Loans any Net Interest Shortfalls and the weighted average Loan Rate as of the first day of the related Due PeriodUnpaid Interest Shortfall Amount for such Distribution Date; (xviii) for each Loan Subgroup, in the amount case of all payments Loan Group 1, or reimbursements with respect to Loan Group 2, the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer)related Available Funds; (xix) for each Loan Subgroup, in the number case of Mortgage Loans outstanding at Loan Group 1, or with respect to Loan Group 2, the beginning Pass-Through Rate and at the end Adjusted Cap Rate for each Class of the related Due PeriodCertificates for such Distribution Date; (xx) for each Loan Subgroup, in the amount case of Liquidation Loan Losses experienced Group 1, or with respect to Loan Group 2, the aggregate Principal Balance of Mortgage Loans purchased hereunder by the Seller during the preceding related Due Period Period, and indicating the Cumulative Net Losses as a percentage relevant section of the Cut-Off Date Pool BalanceMortgage Loan Purchase Agreement, or the Section of this Agreement, as applicable, requiring or allowing the purchase of each such Mortgage Loan; (xxi) as for each Loan Subgroup, in the case of the end of the preceding calendar monthLoan Group 1, or with respect to Loan Group 2, the number and amount of any Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 Deficiency Amounts or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forthAccrued Interest Amounts paid to an Undercollateralized Group or amounts paid pursuant to Section 5.01(f)(i); (xxii) for the Distribution Date in April 2004 and May 2004each Loan Subgroup, the amount, if any, on deposit in the First Payment case of Loan AccountGroup 1, or with respect to Loan Group 2, current Recoveries allocable thereto; (xxiii) for each Loan Subgroup, in the number and aggregate Principal Balance case of Mortgage LoansLoan Group 1, other than Mortgage Loans in default or imminent defaultwith respect to Loan Group 2, that were modified by the Servicer during the related Due Period (as reported by the Servicer)cumulative Recoveries allocable thereto; (xxiv) for each Loan Subgroup, in the case of Loan Group 1, or with respect to Loan Group 2, the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates)any Basis Risk Shortfall, stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreementsif any, and the amount of Net Rate Cap Carryover remaining for each such Classrelated accrued interest thereon; (xxv) for each Loan Subgroup, in the case of Loan Group 1, or with respect to Loan Group 2, the amount on deposit of Deferred Interest and Net Deferred Interest, if any, for such Loan Group or Loan Subgroup, as applicable,; (xxvi) payments made under the Yield Maintenance Agreements, if any; (xxvii) the amount of Net Deferred Interest, if any, added to the Class Principal Balance of the related Certificates in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such AccountLoan Group 2; and (xxvixxviii) for each PreThe amount of any Class 1-Funding Distribution Date, the remaining amount in the PreP Distributable Amount or Class 2-Funding AccountP Distributable Amount. The Trustee Securities Administrator shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report Date Statement (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the other parties to this Agreement via the TrusteeSecurities Administrator’s internet website. The TrusteeSecurities Administrator’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. .” Assistance in using the website can be obtained by calling the TrusteeSecurities Administrator’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options option are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee Securities Administrator shall have the right to change the way Remittance Reports such reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties parties, and the Trustee Securities Administrator shall provide timely and adequate notification to all above parties regarding any such changeschange. As a condition In the case of information furnished pursuant to access the Trustee’s internet websitesubclauses (i) and (ii) above, the Trustee may require registration and amounts shall be expressed in a separate section of the acceptance report as a dollar amount for each Class for each $1,000 original dollar amount as of a disclaimerthe Cut-Off Date. The Trustee will not be liable for In addition to the dissemination of information in accordance with this Agreement. The Trustee listed above, such Distribution Date Statement shall also be entitled to rely on but shall not be responsible for include the content or accuracy information required by Item 1121 (§ 229.1121) of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto)Regulation AB. (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall Securities Administrator shall, upon written request, furnish to each Person who at any time during the calendar year was a Holder Certificateholder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iiii), (ii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a CertificateholderCertificateholder and such other customary information which a Certificateholder reasonably requests to prepare its tax returns. Such obligation of the Trustee Securities Administrator shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee Securities Administrator to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee Securities Administrator shall make available supply an electronic tape to the Class R Certificateholders Bloomberg Financial Markets, Inc. in the same manner as the Remittance Report is made available a format acceptable to all Certificateholders Bloomberg Financial Markets, Inc. on a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary naturemonthly basis, and shall not be copied or distributed except supply an electronic tape to the extent required by law or Loan Performance and Intex Solutions in a format acceptable to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this AgreementLoan Performance and Intex Solutions on a monthly basis.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (MortgageIT Mortgage Loan Trust 2006-1)

Statements. (a) Not later than 1:00 p.m.12:00 noon Chicago, New York time, Illinois time on the fifth Business Day prior to preceding each Distribution Determination Date, the Servicer shall deliver to the Trustee by electronic means and the Certificate Insurer a computer file tape or written report containing the loan level information necessary set forth on Exhibit R as to permit each Mortgage Loan with respect to the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment related Due Period or Due Period, as applicable, and such other information with respect to the Mortgage Loans in the aggregate as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than 12:00 noon Chicago, Illinois time two Business Days preceding each Distribution Date Date, the Trustee shall prepare deliver to the Depositors, any Paying Agent, the Servicer, the Certificate Insurer, [Rating Agency] and [Rating Agency] by telecopy, by request, a statement (the "Remittance Report") containing the information set forth below with respect to such the succeeding Distribution Date, which information shall with a hard copy thereof to be based solely upon delivered on the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereofimmediately succeeding Business Day: (i) the Available Funds Payment Amount attributable to each Mortgage Loan Group and any portion of the Certificate Rate for each Class for Available Payment Amount that has been deposited in the related Distribution DateCollection Account but may not be withdrawn therefrom pursuant to an order of a United States bankruptcy court of competent jurisdiction imposing a stay pursuant to Sect▇▇▇ ▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇kruptcy Code; (ii) the Class A-1F Principal Balance, the Class A-1A Principal Balance and the Pool Principal Balance with respect to each Mortgage Loan Group, as reported in the Remittance Report provided pursuant to subclause (xiii) below for the immediately preceding Distribution Date, or, in the case of the first Determination Date, the Original Class A-1F Principal Balance, the Original Class A-1A Principal Balance and the Original Pool Principal Balance with respect to each Mortgage Loan Group; (iii) with respect to the Mortgage Pool and each Mortgage Loan Group, the number and Principal Balances of all Mortgage Loans which were the subject of Principal Prepayments during the related Due Period; (iv) with respect to the Mortgage Pool and each Mortgage Loan Group, the amount of all Curtailments which were received during the related Due Period; (v) with respect to the Mortgage Pool and each Mortgage Loan Group, the aggregate amount of principal portion of all Monthly Payments received during the related Due Period; (vi) with respect to the Mortgage Pool and each Mortgage Loan Group, the amount of interest received on the Mortgage Loans during the related Due Period; (vii) with respect to the Mortgage Pool and each Mortgage Loan Group, the aggregate amount of the distribution Advances made and recovered with respect to each Class of Certificates on such Distribution Date; (iiiviii) with respect to the amount of Mortgage Pool and each Mortgage Loan Group, the distribution delinquency and foreclosure information set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, form attached hereto as Exhibit H and the amount of any Class Interest Carryover Shortfall remaining; (iv) Mortgage Loan Losses during the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding related Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount Class A-1F Principal Balance and the Required Overcollateralization Amount as of the close of business on the Distribution Date, Class A-1A Principal Balance after giving effect to distributions of principal the distribution to be made on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on with respect to the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances Pool and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificateseach Mortgage Loan Group, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity and the weighted average Mortgage Interest Rate of the Mortgage Loans and the weighted average in each Mortgage Loan Rate Group as of the first last day of the related Due Period; (xviiixi) the Servicing Fees paid and Servicing Fees accrued during the related Due Period; (xii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(iiSection 5.04 (ii), (iv), (v), (vi) and (vivii) paid or to be paid since the prior Distribution Date (as reported by or in the Servicercase of the first Distribution Date, since the Closing Date); (xixxiii) the Pool Principal Balance and aggregate Principal Balance for each Mortgage Loan Group as of the last day of the related Due Period; (xiv) such other information as the Certificate Insurer and the Certificateholders may reasonably require; (xv) the amounts which are reimbursable to the Servicer, the Representative or the Depositors, as appropriate, pursuant to Section 6.05; (xvi) with respect to the Mortgage Pool and each Mortgage Loan Group, the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xxxvii) the aggregate interest accrued on the Mortgage Loans at their respective Mortgage Interest Rates for the related Due Period; (xviii) the Subordinated Amount, the amount of Liquidation on deposit in the Spread Account, the Cumulative Excess Spread Receipts, in each case after giving effect to any payments or withdrawals on such Distribution Date, and with respect to the Mortgage Pool and each Mortgage Loan Group, the Excess Spread with respect to such Distribution Date; (xix) the aggregate Mortgage Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of since the Cut-Off off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth)related Due Period; (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiiixx) the number Class A-1A LIBOR Interest Carryover and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Class A-1F LIBOR Interest Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the such Distribution Date and, any such unpaid Class A-1A LIBOR Interest Rate Cap AgreementsCarryover and Class A-1F LIBOR Interest Carryover from prior Distribution Date(s), and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Accountincluding interest accrued thereon; and (xxvixxi) the Class A-1F Pass-Through Rate and the Class A-1A Pass-Through Rate for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Accountrelated Accrual Period. The Trustee shall make available forward such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) Certificateholders on the Distribution Date, by telecopy, with a hard copy to follow (in the case of the Depository) or by first class mail. The Depositors and the Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the telecopy of the Remittance Report and the hard copy thereof, the Servicer and the Trustee may rely upon the telecopy. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (viix) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each of the Class A Certificates for each $1 1,000 original dollar principal amount as of the related Cut-Off off Date. The Trustee . (a) Upon reasonable advance notice in writing, the Servicer will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible provide to the above parties Trustee access to information and documentation regarding the Trustee shall provide timely Mortgage Loans sufficient to permit any Holder which is a savings and adequate notification loan association, bank or insurance company to all above parties regarding any such changes. As a condition comply with applicable regulations of the FDIC or other regulatory authorities with respect to access investment in the Trustee’s internet websiteCertificates, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto)as applicable. (b) Within a reasonable period of time Not later than 10 days after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee Servicer shall make available provide the Loss Coverage Ratio to the Class R Certificateholders in Trustee and the same manner Certificate Insurer as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such most recent Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar yearDate. In addition, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, Trustee and to the Seller and each Certificateholder (if requested in writing)Certificate Insurer, during the term of this Agreement, such periodic, special special, or other reports or information, whether or information not specifically provided for herein, as shall may be necessary, reasonable reasonable, or appropriate with respect to the Certificateholder Trustee or the Certificate Insurer, as the case may be, or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder Trustee or the Certificate Insurer may reasonably require; provided provided, that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder the requesting party, for their respective the fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainableits business. (fc) Reports and computer diskettes or files tapes furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except in connection with the purposes and requirements of this Agreement; provided that the Certificate Insurer may copy or distribute such information (A) pursuant to a subpoena or order issued by a court of competent jurisdiction or by a judicial or administrative or legislative body or committee, (B) as may be required in any report, statement or testimony submitted to any Federal, state, municipal or other regulatory body having jurisdiction over the Certificate Insurer, (C) in order to comply with any law, ruling, order or regulation applicable to the extent Certificate Insurer, or (D) as may be required by law any rating agency or to the Rating Agenciesreinsurer. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders tapes shall use the information therein for the purpose of soliciting the customers of the Seller Originators or for any other purpose except as set forth in this Agreement. (d) The Trustee shall promptly send to the Certificate Insurer and, upon request, to each Certificateholder in writing: (i) notice of any reduction in the Specified Spread Account Requirement; (ii) notice of any reduction of the percentages set forth in the definition of "Monthly Excess Spread Amount"; (iii) notice of the appointment of any Subservicer; (iv) notice of any transfer of any Account to a different depository institution; (v) a copy of each Officer's Certificate delivered pursuant to Section 7.04 and any notice received from the Servicer of a change in the fiscal year of the Servicer; (vi) a copy of each letter delivered pursuant to Section 7.05; and (vii) notice of the receipt by the Trustee of any information regarding the Servicer's servicing activities pursuant to the last paragraph of Section 10.01(c). -84- 96 provided, that in each case the Trustee shall only be required to send such notices and other items to such Persons to the extent that the Trustee has itself received the related information. The Depositors, the Servicer and the Trustee on behalf of Certificateholders (the "Trust Parties") hereby authorize the Certificate Insurer to include the information contained in reports provided to the Certificate Insurer hereunder (the "Information") on The Bloomberg, an on-line computer based information network maintained by Bloomberg L.P. ("Bloomberg"), or in other electronic or print information services. The Trust Parties agree not to commence any actions or proceedings, or otherwise assert any claims, against the Certificate Insurer or its affiliates or any of the Certificate Insurer's or its affiliates' respective agents, representatives, directors, officers or employees (collectively, the "Certificate Insurer Parties"), arising out of, or related to or in connection with the dissemination and/or use of any Information by the Certificate Insurer, including, but not limited to, claims based on allegations of inaccurate, incomplete or erroneous transfer of information by the Certificate Insurer to Bloomberg or otherwise (other than in connection with the Certificate Insurer's negligence or willful misconduct). The Trust Parties waive their rights to assert any such claims against the Certificate Insurer Parties and fully and finally release the Certificate Insurer Parties from any and all such claims, demands, obligations, actions and liabilities (other than in connection with the Certificate Insurer's negligence or willful misconduct). The Certificate Insurer makes no representations or warranties, expressed or implied, of any kind whatsoever with respect to the accuracy, adequacy, timeliness, completeness, merchantability or fitness for any particular purpose of any Information in any form or manner. The Certificate Insurer reserves the right at any time to withdraw or suspend the dissemination of the Information by the Certificate Insurer. The authorizations, covenants and obligations of the Trust Parties under this section shall be irrevocable and shall survive th termination of this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Eqcc Receivables Corp)

Statements. (a) Not later than 1:00 p.m.Custodian will send Client at the address shown in Custodian’s records for Client periodic statements listing all Assets and showing all cash receipts and disbursements for the Account. These statements will present current market prices obtained by Custodian from one or more third party pricing services selected by Custodian in the usual course of its business. When adequate pricing for any security or securities is not readily available to Custodian from any of such third party pricing service providers, New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information Custodian will not be required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such timecurrent market prices for those securities. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee Custodian will not be liable for any loss, whether direct or indirect, including consequential damages, which may occur from any inaccuracies in market pricing information. Unless Client indicates otherwise on Schedule I, Client agrees that such statements are in lieu of any further notification that Custodian would otherwise be required to give Client under Regulation H of the dissemination Board of information in accordance with this AgreementGovernors of the Federal Reserve System. The Trustee shall also Under Regulation H, Client would be entitled to rely on but shall not be responsible notification from Custodian, at no additional cost, concerning each purchase and sale for the content Account at or accuracy before the completion of any information the transaction, or if a broker is used, within one business day after receipt of the broker’s confirmation. Custodian shall provide Client, at such times as Client may reasonably require, with reports by independent public accountants on the accounting system, internal accounting control and procedures for safeguarding securities, including securities deposited and/or maintained in a securities depository, relating to the service provided by third parties for purposes Custodian under this Agreement; such reports shall be of preparing the Remittance Report sufficient scope and in sufficient detail, as may affix thereto reasonably be requested by Client to provide reasonable assurance that any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar yearmaterial inadequacies would be disclosed by such examination, and, if there are no such inadequacies, the Trustee reports shall furnish so state. Custodian shall create and maintain all records relating to each Person who its activities and obligations under this Agreement in such manner as will meet the obligations of Client under the 1940 Act, with particular attention to Section 31 and the applicable rules thereunder. All such records shall be the property of Client and shall at any time all times during the calendar year was regular business hours of Custodian be open for inspection by duly authorized officers, employees or agents of Client and employees or agents of the Securities and Exchange Commission. Custodian shall, at Client’s request, supply Client with a Holder tabulation of a Regular Certificatesecurities owned by Client and held by Custodian and shall, if when requested in writing to do so by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) Client and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, compensation as shall be necessaryagreed upon between Client and Custodian, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all include certificate numbers in such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainabletabulations. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Custody Services Agreement (Allied Capital Corp)

Statements. (a) Not No later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Determination Date, the Servicer shall deliver to the Indenture Trustee by a magnetic tape, computer disk or such other electronic means a computer file containing format as shall be mutually agreeable to the loan level Servicer and the Indenture Trustee providing such information necessary regarding the Servicer's activities in servicing the Home Loans during the related Due Period as the Indenture Trustee may reasonably require. (1) Subject to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as modification of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and Servicer's Monthly Remittance report by the Servicer with an amended Prepayment Charge Schedulethe prior written consent of the Majority Securityholders and the Indenture Trustee, if required, at such time. Not no later than each Distribution Date Payment Date, the Indenture Trustee shall prepare and distribute a monthly statement (the “Remittance Report”) containing the information set forth below "Payment Statement", with respect to such Distribution Payment Date) to the Depositor, which information shall be based solely upon the loan level information furnished by Securityholders and each Rating Agency, stating the Servicer upon which date of original issuance of the Trustee shall conclusively rely without independent verification thereofSecurities (day, month and year), the name of the Issuer (i.e., "Master Financial Asset Securitization Trust 1998-2"), the series designation of the Securities (i.e., "Series 1998-2"), the date of this Agreement and the following information: (i) the Available Funds Collection Amount, the Regular Payment Amount and the Certificate Rate for each Class Excess Spread for the related Distribution Payment Date; (ii) the aggregate amount of amount, if any, on deposit in the distribution to each Class of Certificates Pre-Funding Account and the Capitalized Interest Account on such Distribution Payment Date; (iii) the amount Class Principal Balance or Class Notional Balance of the distribution set forth in paragraph (i) above in respect each Class of interest and the amount thereof in respect of any Class Interest Carryover ShortfallNotes, and the amount Pool Principal Balance as of any Class Interest Carryover Shortfall remainingthe last day of the related Due Period and after giving effect to payments and distributions made to the holders of such Notes on such Payment Date; (iv) the amount Class Pool Factor with respect to each Class of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover ShortfallNotes then outstanding; (v) the amount of Excess Interest paid as principalprincipal and interest received on the Home Loans during the related Due Period; (vi) the Servicing Fee Overcollateralization Deficiency Amount, and any amount to be distributed to the Trustee Fee (including Noteholders or the separate amounts payable to each holders of the Trustee and its Custodian)Residual Interest on such Payment Date; (vii) the Pool Servicing Compensation, the Indenture Trustee Fee, the Grantor Trustee Fee, the Owner Trustee Fee and, the Custodian Fee, if any, for such Payment Date; (viii) the Overcollateralization Amount (or Undercollateralization Amount) on such Payment Date, the Overcollateralization Target Amount as of such Payment Date, the Net Loan Losses incurred during the related Due Period, the cumulative Net Loan Losses as of such Payment Date, the Allocable Loss Amount for such Payment Date and the application of the Allocable Loss Amount Priority for such Payment Date; (ix) the weighted average maturity of the Home Loans and the weighted average Home Loan Interest Rate of the Home Loans; (x) certain performance information, including, without limitation, delinquency and foreclosure information with respect to the Home Loans and 60-Day Delinquency Amounts (as defined in the definition of "Six-Month Rolling Delinquency Average" in Section 1.01 hereof), as set forth in the Servicer's Monthly Remittance Report, the Net Delinquency Calculation Amount and if an Overcollateralization Target Trigger Event has occurred and is continuing; (xi) the amount of any Make Whole Servicing Fee to be paid to the Servicer on such Payment Date; (xii) the number of and aggregate Principal Balance of all Home Loans in foreclosure proceedings and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the last day of the preceding related Due Period; (viiixiii) the Class number of and the aggregate Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount Home Loans in bankruptcy proceedings and the Required Overcollateralization Amount percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first last day of the related Due Period; (xiv) the number of Foreclosure Properties, the aggregate Principal Balance of the related Home Loans, the book value of such Foreclosure Properties and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the last day of the related Due Period; (xv) during the related Due Period (and cumulatively, from the Closing Date through the most current Due Period), the number and aggregate Principal Balance of Home Loans for each of the following: (A) that became Defaulted Home Loans, (B) that became Liquidated Home Loans, (C) that became Deleted Home Loans pursuant to Section 3.05 hereof as a result of such Deleted Home Loans being Defective Home Loans, and (D) that became Deleted Home loans pursuant to Section 3.05 hereof as a result of such Deleted Home Loans being Defaulted Home Loans or a Home Loan in default or imminent default, including the foregoing amounts by loan type (i.e., Combination Loans, Home Improvement Loans, Debt Consolidation Loans and Purchase or Refinance Loans); (xvi) from the Closing Date through the most current Due Period, the cumulative aggregate Principal Balance of Home Loans for each of the following: (A) that became Liquidated Home Loans, and (B) that became Deleted Home Loans pursuant to Section 3.05 as a result of such Deleted Home Loans being in foreclosure, default or imminent default; (xvii) the scheduled principal payments and the principal prepayments received with respect to the Home Loans during the Due Period; (xviii) the amount number of and aggregate principal balance of all payments Home Loans (both during the related Due Period and in aggregate since the Closing Date) repurchased or reimbursements substituted pursuant to the Servicer pursuant to Grantor Trust Agreement and Sections 3.03(ii) and (vi) (as reported by the Servicer)3.05 or 4.09 hereof; (xix) the number of Mortgage Home Loans outstanding at remaining in the beginning and at the end of the related Due PeriodHome Loan Pool; (xx) the amount of Liquidation Loan Losses experienced during remaining in the preceding Due Period FHA Insurance Coverage Reserve Account with respect to all FHA Loans and the Cumulative Net Losses as a percentage Related Series Loans, if any, and the number and amount of the Cut-Off Date Pool Balance;claims for FHA Insurance filed and/or paid pursuant to Section 4.09; and (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage each FHA Loan with respect to which the Servicer has determined under the circumstances described in Section 4.09 that in good faith in accordance with customary mortgage loan servicing practices that all amounts which it expects to receive with respect to such FHA Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth);have been received. (xxii2) for the Distribution Date in April 2004 and May 2004No later than five (5) Business Days before each Payment Date, the amountServicer shall prepare and distribute to the Depositor, if any, on deposit in the First Payment Loan Account; (xxiii) Grantor Trustee and each Rating Agency a monthly statement that includes the number and cumulative aggregate Principal Balance of Mortgage Home Loans that became Deleted Home Loans pursuant to Section 3.05 as a result of such Deleted Home Loans being Defective Home Loans, other from the Closing Date through the most current Due Period. (3) No later than Mortgage seven days following a repurchase or substitution pursuant to the Grantor Trust Agreement or Sections 3.05 or 4.09 hereof, the Servicer shall notify each Rating Agency of the aggregate principal balances of the Home Loans in default repurchased or imminent default, that were modified substituted and (if applicable) the relevant Substitution Adjustment. All reports prepared by the Servicer during of the related Due Period (as reported withdrawals from and deposits in the Collection Account will be based in whole or in part upon the information provided to the Indenture Trustee by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Indenture Trustee may fully rely upon and shall have no liability with respect to such information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (bc) Within a reasonable period of time after the end of each calendar year, the Servicer shall prepare and direct the Indenture Trustee shall furnish to distribute to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such PersonNoteholder, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iiib)(iv) and (ivv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a CertificateholderNoteholder. Such obligation of the Indenture Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished provided by the Trustee Servicer to Certificateholders the Noteholders pursuant to any requirements of the Code as are in force from time to time. (cd) On each Distribution Payment Date, the Indenture Trustee shall make available forward to The Depository Trust Company and to the Class R Certificateholders in holders of the same manner as the Remittance Report is made available to all Certificateholders Residual Interest a copy of the reports forwarded to the Holders of the Regular Certificates Payment Statement in respect of such Distribution Payment Date and a statement setting forth the amounts actually distributed to such holders of the Class R Certificateholders Residual Interest on such Distribution Date Payment Date, together with such other information as the Indenture Trustee deems necessary or appropriate. (de) Within a reasonable period of time after the end of each calendar year, the Servicer shall prepare and direct the Indenture Trustee shall deliver to distribute to each Person who at any time during the calendar year was a Class R Certificateholderholder of a Residual Interest Instrument, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholderholder of Residual Interest. Such obligation of the Indenture Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared provided by the Tax Matters Persons and furnished Servicer to Certificateholders by the Trustee or Tax Matters Person holder of Residual Interest pursuant to any requirements of the Code as are in force from time to time in forcetime. (ef) Upon reasonable advance notice in writing, the Servicer will provide to each Securityholder which is a savings and loan association, bank or insurance company access to information and documentation regarding the Home Loans sufficient to permit such Securityholder to comply with applicable regulations of the FDIC or other regulatory authorities with respect to investment in such Securities. (g) The Servicer and the Trustee or its agent shall furnish to the DepositorIndenture Trustee, who in turn shall forward to each Noteholder and the Seller and each Certificateholder (if requested in writing)holder of Residual Interest, during the term of this Agreement, such periodic, special special, or other reports, including information tax returns or reports required with respect to the Notes and the Residual Interest, including Internal Revenue Service Forms 1099 (if necessary) and other similar reports that are required to be filed by the Servicer or informationits agent and the holder of Residual Interest, whether or not provided for herein, as shall be necessary, reasonable reasonable, or appropriate with respect to the Certificateholder Noteholders or the holders of the Residual Interest, or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder Noteholders or the holders of the Residual Interest may reasonably require; provided that . (h) Reports and computer tapes furnished by the Servicer and the Indenture Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to in connection with the extent required by law or to the Rating Agenciespurposes and requirements of this Agreement. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders tapes shall use the information therein for the purpose of soliciting the customers of the Seller Transferor or the Servicer or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Master Financial Asset Securitization Trust 1998-2)

Statements. (a) Not later than 1:00 p.m., New York time, 12:00 noon California time on the fifth fourth Business Day prior to each Distribution Datefollowing the last day of a Due Period, the Servicer shall deliver to the Trustee by electronic means a computer file tape containing the loan level information necessary set forth on Exhibit D as to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below each Mortgage Loan as of the end of the preceding Prepayment such Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date 12:00 noon California time on the Determination Date, the Trustee shall prepare make available to the Servicer, the Depositor and to the Certificate Insurer by telecopy, and on the Distribution Date via its website, a statement (the “Trustee’s Remittance Report”) containing the information set forth below (to the extent any such information to be delivered by the Servicer pursuant to the first sentence of this Section 5.01(a) has been so delivered) with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) The Available Funds and the Class A Certificate Interest Rate for each Class for the related Distribution Date; (ii) The Class A Certificate Principal Balance and the aggregate amount Aggregate Principal Balance of the distribution Mortgage Loans as reported in the prior Trustee’s Remittance Report pursuant to each subclause (xii) below, or, in the case of the first Determination Date, the Original Class A Certificate Balance and the related Cut-Off Date Principal Balance of Certificates on such Distribution Datethe Mortgage Loans; (iii) the amount The number and Principal Balances of all Mortgage Loans and of the distribution set forth in paragraph (i) above in respect Mortgage Loans, that were the subject of interest and Principal Prepayments during the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remainingDue Period; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the The amount of all Curtailments that were received during the Due Period; (xiiiv) the The principal portion of all Monthly Payments received during the Due Period; (xivvi) the The amount of interest portion of all Monthly Payments received on the Mortgage Loans during the Due PeriodLoans; (xvvii) the The amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xviviii) The delinquency and foreclosure information set forth in the form attached hereto as Exhibit L; (ix) The Remittance Amount for the Class A Certificates for the Distribution Date with the components thereof stated separately; (x) The amount of the Insured Amounts, if any, to be paid on the Distribution Date; (xi) The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively C Certificateholders for the Distribution Date; (xviixii) The Class A Certificate Principal Balance and the Aggregate Principal Balance of the Mortgage Loans, each after giving effect to the distribution to be made on the Distribution Date; (xiii) The weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviiixiv) The Servicing Fee, the Trustee Fee and the amount to be paid to the Certificate Insurer pursuant to Section 5.01; (xv) The amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(iiSection 3.03; (xvi) The Pool Factor determined using the balances in subclause (ii) above; (xvii) The amount, if any, transferred from the Spread Account to the Distribution Account pursuant to Section 4.01; (xviii) The percentage of the Excess Spread used to determine the Monthly Excess Spread Amount, the Spread Account Excess and (vi) (as reported by the Servicer)allocation of the Spread Account Excess to Reimbursable Amounts, Monthly Advances and Class C Certificateholders pursuant to Section 4.01; (xix) The amounts which are reimbursable to the Servicer or the Seller, as appropriate, pursuant to Section 5.01(a)(iv) and the amount paid to Class C Certificateholders pursuant to Section 5.01(a)(viii); (xx) The number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xxxxi) The amount on deposit in the Spread Account after the Distribution Date; (xxii) The amount of Liquidation Loan Losses losses experienced on the Mortgage Loans during the preceding Due Period and the Cumulative Net Losses cumulative losses for the Mortgage Loans as a percentage of the related Cut-Off Date Pool Principal Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the The amount of Net Rate Class A Available Funds Cap Carryover Amount distributed to each Class of Offered Certificates (other than the Class A-IO Certificates)A Certificates from the Basis Risk Reserve Fund, stating separately any amounts received from the cap provider Corridor Contract Counterparty with respect to the Interest Rate Cap Agreements, Corridor Contract and the amount of Net Rate Class A Available Funds Cap Carryover Amount remaining if any; (xxiv) The amount on deposit in the Basis Risk Reserve Fund, the Required Basis Risk Reserve Fund Deposit and the amount of any withdrawal from such Account for each such Classthe Distribution Date distributed to the Class C Certificates; (xxv) The amount of Class Interest Carryover Shortfall relating to the Class A Certificates, stating the amount that is allocable to such Class and the amount allocable to interest and principal; (xxvi) Whether a Servicer Termination Delinquency Event or a Servicer Termination Loss Event has occurred and specifying the details thereof; (xxvii) During the Funding Period, the amount used to acquire Subsequent Mortgage Loans since the preceding Distribution Date and the remaining Pre-Funded Amount after acquiring Subsequent Mortgage Loans; and (xxviii) During the Funding Period, the amount on deposit in the Net Rate Cap Fund, Interest Coverage Account after the Distribution Date and the amounts of each deposit and withdrawal from Capitalized Interest Required Amount for such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report available to the Servicer, the SellerDepositor, the Certificateholders, the Certificate Insurer, the Rating Agencies, Agencies and Bloomberg (at 4▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: M▇▇▇ ▇▇▇▇▇▇) and Intex Solutions on its internet website on the related Distribution Date. Assistance in using the website can be obtained by calling the Trustee’s investor relations desk at (at ▇▇) ▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇. Parties that are unable to use the above distribution method are entitled to have a paper copy mailed to them via first class mail by calling the investor relations desk and indicating such. In addition, ▇▇▇▇▇▇▇together with such report, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) the Trustee shall forward to Bloomberg a copy of the computer tape delivered by the Servicer on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the copy of the Trustee’s Remittance Report posted on its website and the hard copy issued upon request (pursuant to the preceding paragraph) thereof, the Servicer may rely upon the former. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (viix) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Home Loan Mortgage Loan Trust 2005-1)

Statements. (a) Not later than 1:00 p.m.12:00 noon, New York Maryland time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee and Certificate Insurer by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required called for by clauses (i) through (xxvixxiv) below as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than 4:00 p.m., New York time, three Business Days prior to each Distribution Date, the Trustee shall deliver to the Servicer, the Certificate Insurer and the Seller by telecopy, with a hard copy thereof to be delivered on the succeeding Distribution Date, a confirmation of the items in clause (i) below. Not later than one Business Day prior to each Distribution Date the Trustee shall prepare deliver a statement (the "Trustee's Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification or calculation thereof: (i) The Available Funds for each Certificate Group and the each Class's Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest for each Loan Group paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Loan Group Balance of each Loan Group and the Pool Balance Balance, in each case as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereofamount of the Insured Payments, if any, to be made on such Distribution Date; (xi) The number and Principal Balances of all Mortgage Loans in each Loan Group that were the aggregate amount subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the The amount of all Curtailments in each Loan Group that were received during the Due Period; (xiii) the The principal portion of all Monthly Payments in each Loan Group received during the Due Period; (xiv) the The interest portion of all Monthly Payments in each Loan Group received on the Mortgage Loans during the Due Period; (xv) For each Certificate Group, the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certificateholders for the Distribution Date; (xvii) the The weighted average remaining term to maturity of the Mortgage Loans in each Loan Group and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the The amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the The number of Mortgage Loans in each Loan Group outstanding at the beginning and at the end of the related Due Period; (xx) the The amount of Liquidation Loan Losses experienced during the preceding Due Period and the Loan Losses and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) For each Loan Group, as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 any LIBOR Carryover distributed and May 2004, the amount, if any, on deposit in the First Payment Loan Accountany remaining LIBOR Carryover; (xxiii) For each Loan Group, the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer);Period; and (xxiv) the The amount of Net Rate Class B Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, B Certificates and the amount of Net Rate Class B Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Accountremaining. The Trustee shall make available forward such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however, that the Trustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. The Servicer shall calculate all items in clauses (i) - (xxiv) above. To the extent that there are inconsistencies between the telecopy of the Trustee's Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder and to the Certificate Insurer (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or to the Certificate Insurer or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder or the Certificate Insurer may reasonably require; provided PROVIDED that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder or the Certificate Insurer for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or for the internal use of the Certificate Insurer and its counsel or to the Rating Agencies, the Certificate Insurer's reinsurers, parent, regulators, liquidity providers and auditors, PROVIDED that the Certificate Insurer shall attempt in good faith to cause such additional Persons to acknowledge in writing the foregoing restrictions, and in connection with the purposes and requirements of this Agreement. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Corp /De/)

Statements. (a) Not No later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Servicing Report Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing Indenture Trustee, the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, Depositor and the Seller hereby agrees to provide the Trustee and Servicing Report. (1) Based on the information provided by the Servicer with an amended Prepayment Charge Schedulein the Servicing Report, if required, at such time. Not no later than two (2) Business Days before each Distribution Date Payment Date, the Indenture Trustee shall prepare and distribute a monthly statement (the “Remittance Report”) containing the information set forth below "Monthly Statement"), with respect to such Distribution DatePayment Date to the Seller, which information shall be based solely upon the loan level information furnished by Depositor, the Servicer upon which Securityholders and each Rating Agency, stating the Trustee shall conclusively rely without independent verification thereofdate of original issuance of the Securities (day, month and year), the name of the Issuer (i.e., "United National Home Loan Owner Trust 1999-1"), the series designation of the Securities (i.e., "Series 1999-1"), the date of this Agreement and the following information: (i) the Available Funds Collection Amount and the Certificate Rate for each Class Regular Payment Amount for the related Distribution Payment Date; (ii) the aggregate amount Class Principal Balance or Notional Balance of the distribution to each Class of Certificates Securities and the Pool Principal Balance as of the first day of the related Due Period and after giving effect to payments and distributions made to the holders of such Securities on such Distribution Payment Date; (iii) the amount Class Pool Factor with respect to each Class of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover ShortfallSecurities then outstanding, and the amount of any Class Interest Carryover Shortfall remainingcarried to seven decimal places; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and interest received on the amount thereof in respect of Home Loans during the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfallrelated Due Period; (v) the amount of Excess Interest paid as principalServicing Fee for such Payment Date; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable amount, if any, paid on such Payment Date to each Class of the Trustee and its Custodian)Securities in respect of Deferred Amounts; (vii) with respect to each Class of Securities the Pool amount of any applicable Deferred Amounts remaining unreimbursed after giving effect to payments made on such Payment Date; (viii) the weighted average remaining term to maturity of the Home Loans and the weighted average Home Loan Interest Rate of the Home Loans each as of such Payment Date; (ix) certain performance information, including delinquency and foreclosure information with respect to the Home Loans, as set forth in the Monthly Statement; (x) the amount of Nonrecoverable Advances reimbursed to the Servicer; (xi) the number of and aggregate Principal Balance of all Home Loans in foreclosure proceedings (other than any Home Loans described in clause (xvi)) and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the last day of the preceding related Due Period; (viiixii) the Class number of and the aggregate Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; the Home Loans in bankruptcy proceedings (ixother than any Home Loans described in clause (xvii)) the Overcollateralization Amount and the Required Overcollateralization Amount percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first last day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xixxiii) the number of Mortgage Foreclosure Properties, the aggregate Principal Balance of the related Home Loans, the book value of such Foreclosure Properties and the percent of the aggregate Principal Balances of such Home Loans outstanding at to the beginning and at aggregate Principal Balances of all Home Loans, all as of the end close of business on the last day of the related Due Period; (xxxiv) the amount of Liquidation Loan Losses experienced during the preceding related Due Period Period, the aggregate Principal Balance of Home Loans for each of the following: (A) that became Liquidated Home Loans and the Cumulative Net Losses (B) that became Deleted Home Loans pursuant to Section 3.05 as a percentage result of such Deleted Home Loans being Liquidated Home Loans or a Home Loan in foreclosure, default or imminent default, including the foregoing amounts by loan type; (xv) from the Cut-Off Date Pool Balance; (xxi) as of through the end of the preceding calendar monthmost current Due Period, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and cumulative aggregate Principal Balance of Mortgage Home Loans for each of the following: (A) that became Liquidated Home Loans, other than Mortgage and (B) that became Deleted Home Loans pursuant to Section 3.05 as a result of such Deleted Home Loans being in foreclosure, default or imminent default, that were modified by ; (xvi) the Servicer scheduled principal payments and the principal prepayments received with respect to the Home Loans during the related Due Period (as reported by the Servicer)Period; (xxivxvii) the amount number of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than Home Loans remaining in the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such ClassHome Loan Pool; (xxvxviii) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such AccountCumulative Losses; and (xxvixix) for such other information as may be reasonably requested by the Indenture Trustee, the Issuer or the Residual Interest Certificateholder. (2) No later than two (2) Business Days before each Pre-Funding Distribution Payment Date, the remaining amount in the Pre-Funding Account. The Indenture Trustee shall make available such report prepare and distribute to the Servicer, the Seller, the CertificateholdersDepositor and each Rating Agency a monthly statement that includes the cumulative aggregate Principal Balance of Home Loans that became Deleted Home Loans pursuant to Section 3.05(c) as a result of such Deleted Home Loans being Defective Home Loans, from the Closing Date through the most current Due Period. (3) No later than seven days following a repurchase or substitution pursuant to Sections 2.06, 3.05 or 4.02, the Indenture Trustee shall notify each Rating AgenciesAgency of the aggregate principal balances of the Home Loans repurchased or substituted and (if applicable) the relevant Substitution Adjustment. All reports prepared by the Indenture Trustee of the withdrawals from and deposits in the Collection Account will be based in whole or in part upon the information provided to the Indenture Trustee by the Servicer, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Indenture Trustee may fully rely upon and shall have no liability with respect to such information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (bc) Within a reasonable period of time after the end of each calendar year, the Indenture Trustee shall furnish prepare and distribute to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such PersonSecurityholder, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iiib)(iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to timeSecurityholder. (cd) On each Distribution Payment Date, the Indenture Trustee shall make available forward to DTC and to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders Holder of each Security a copy of the reports forwarded to the Holders of the Regular Certificates Monthly Statement in respect of such Distribution Payment Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders holder of such Security on such Distribution Date Payment Date, together with such other information as the Indenture Trustee deems necessary or appropriate. (de) Within a reasonable period of time after the end of each calendar year, the Indenture Trustee shall deliver prepare and distribute to each Person who at any time during the calendar year was the Holder of a Class R Certificateholder, if requested in writing by such PersonSecurity, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation the holder of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in forcesuch Security. (ef) Upon reasonable advance notice in writing, the Servicer will provide to each Securityholder which is a savings and loan association, bank or insurance company access to information and documentation regarding the Home Loans sufficient to permit such Securityholder to comply with applicable regulations of the FDIC or other regulatory authorities with respect to investment in such Securities. (g) The Servicer and the Indenture Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing)Securityholder, during the term of this Agreement, such periodic, special special, or other reports, including information tax returns or reports required with respect to the Securities, including Internal Revenue Service Forms 1099 and (if instructed in writing by the Issuer on the basis of the advice of legal counsel) and other similar reports that are required to be filed by the Indenture Trustee or informationits agent and the Holder of the Certificates, whether or not provided for herein, as shall be necessary, reasonable reasonable, or appropriate with respect to the Certificateholder Securityholders, or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder Securityholders may reasonably require; provided that . (h) Reports and computer tapes furnished by the Servicer and the Indenture Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to in connection with the extent required by law or to the Rating Agenciespurposes and requirements of this Agreement. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders tapes shall use the information therein for the purpose of soliciting the customers of the Seller or the Servicer or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bear Stearns Asset Backed Securities Inc)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means and to the Certificate Insurer via e-mail at rmgtapes@fsa.com, a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through ▇▇▇▇▇▇▇ (xxvi▇▇▇▇▇) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the each Class’ Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the each Pre-Funding Distribution Date in April 2004 and May 2004Date, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account; and (xxvi) the amount of the Insured Payments, if any, to be made on such Distribution Date. The Trustee shall make available such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇499 Park Avenue, ▇▇▇ ▇▇▇▇New York, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇New York 10022, Attention: ▇▇▇▇ ▇▇▇▇▇▇Mike Geller) and Intex Solutions (at 35 Highland Circle, Needham, Massachusetts 02144, Attention: Haro▇▇ ▇▇▇▇▇▇▇▇) ▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇; ▇▇ovided, howev▇▇, Attention: ▇▇▇▇ ▇▇e Trustee shall remove fro▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇ ▇▇▇) on ▇ ▇▇ ▇▇e Certificate ▇▇▇▇▇▇▇ ▇▇▇▇▇ to the Distribution Datesubmission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇www.ctslink.com”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇301) ▇▇▇815-▇▇▇▇6600. Parties that are unable to use the above unabl▇ ▇▇ ▇▇▇ ▇▇▇ ▇▇ove distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer call▇▇▇ ▇▇▇ ▇▇▇▇▇▇er service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons Trustee or and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Certificate Insurer, the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Renaissance Home Equity Loan Tr Asset BKD Cer Ser 2002-4)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth 5:00 p.m. one Business Day prior to each Distribution Payment Date, the Master Servicer shall deliver make available to the Indenture Trustee by electronic means and the Yield Maintenance Counterparty, and concurrently with each distribution to Securityholders, the Master Servicer shall make available to each Securityholder, the Seller, the Owner Trustee and each Rating Agency, a computer file containing the loan statement based solely on loan-level information necessary provided to permit it by the Trustee Servicers (the "Payment Date Statement") as to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period distributions to be made or Due Periodmade, as applicable, and on such other information as Payment Date. Information in the Trustee shall reasonably require, and Payment Date Statement relating to or based on amounts available in the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information Yield Maintenance Account shall be based solely upon the loan level on information furnished provided by the Servicer upon which Yield Maintenance Counterparty regarding any required Net Yield Maintenance Payments to be made by the Issuer or any Net Yield Maintenance Amounts or Yield Maintenance Amounts required to be paid by the Yield Maintenance Counterparty for the related Payment Date pursuant to the Yield Maintenance Agreements. The Indenture Trustee shall conclusively rely without independent verification thereofconfirm to the Master Servicer receipt of any Net Yield Maintenance Amounts or Yield Maintenance Amounts in the Yield Maintenance Account on the Business Day immediately preceding such Payment Date. The Payment Date Statement will include the following: (i) Available Funds and the Certificate Rate for aggregate amount of the payment to be made on such Payment Date to the Holders of each Class for of Notes, to the related Distribution Dateextent applicable, allocable to principal; (ii) the aggregate amount of the distribution payment to be made on such Payment Date to the Holders of each Class of Certificates on such Distribution DateNotes allocable to interest and the calculation thereof; (iii) the amount amount, if any, of any distribution to the Holders of the distribution set forth in paragraph Trust Certificate; (iA) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the aggregate amount of any Class Interest Carryover Shortfall remaining; Monthly Advances required to be made by or on behalf of the Servicers (ivor the Master Servicer) with respect to such Payment Date, (B) the aggregate amount of such Monthly Advances actually made, and (C) the distribution set forth in paragraph amount, if any, by which (iA) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfallexceeds (B) above; (v) the amount total number of Excess Interest paid as principalMortgage Loans in the aggregate and the aggregate Scheduled Principal Balance in the aggregate and separately for each of the Three-Year, Five-Year, Seven-Year and Ten-Year Hybrid Mortgage Loans, in each case at the close of business at the end of the related Due Period and the Net Funds Cap for such Payment Date; (vi) the Servicing Fee and Class Principal Amount of each Class of Notes, to the Trustee Fee extent applicable, as of such Payment Date after giving effect to payments allocated to principal reported under clause (including the separate amounts payable to each i) above, separately identifying any reduction of any of the Trustee and its Custodian)foregoing Note Principal Amounts due to Applied Loss Amounts; (vii) the Pool amount of any Realized Losses incurred with respect to the Mortgage Loans (x) in the applicable Prepayment Period and (y) in the aggregate since the Cut-off Date; (viii) the amount of the Master Servicing Fees, Servicing Fees and Indenture Trustee Fees, if any, paid during the Due Period to which such distribution relates; (ix) the number and aggregate Scheduled Principal Balance of Mortgage Loans, (a) delinquent 30 to 59 days on a contractual basis, (b) delinquent 60 to 89 days on a contractual basis, (c) delinquent 90 or more days on a contractual basis, (d) as to which foreclosure proceedings have been commenced in the month in which such Payment Date occurs, in each case as of the close of business on the last day Business Day of the preceding Due Periodcalendar month immediately preceding, (e) in bankruptcy and (f) that are REO Properties; (viiix) the Class aggregate Scheduled Principal Balance of each Class of Certificates after giving effect any Mortgage Loans with respect to payments allocated to principal above; (ix) which the Overcollateralization Amount and the Required Overcollateralization Amount related Mortgaged Property became a REO Property as of the close of business on the Distribution Date, after giving effect to distributions last Business Day of principal on the calendar month immediately preceding the month in which such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereofPayment Date occurs; (xi) with respect to substitution of Mortgage Loans in the aggregate amount preceding calendar month, the Scheduled Principal Balance of Principal Prepayments received during the related Prepayment Periodeach Deleted Mortgage Loan, and of each Qualified Substitute Mortgage Loan; (xii) the amount aggregate outstanding Deferred Amounts, Carryforward Interest, Basis Risk Shortfalls and Unpaid Basis Risk Shortfalls, if any, for each Class of all Curtailments that were received during the Due PeriodNotes, after giving effect to payments made on such Payment Date; (xiii) the principal portion Note Interest Rate applicable to such Payment Date with respect to each Class of all Monthly Payments received during the Due PeriodNotes; (xiv) the interest portion of all Monthly Payments received on Interest Remittance Amount and the Mortgage Loans during the Due PeriodPrincipal Remittance Amount applicable to such Payment Date; (xv) the amount of the Monthly Advances Excess Interest and the Compensating Interest payment to be made on the Determination Monthly Excess Cashflow for such Payment Date; (xvi) the amount to be distributed to Overcollateralization Amount, the Class P CertificatesOvercollateralization Deficiency, Class BIO if any, the Principal Payment Amount and Class R Certificateholders, respectively the Extra Principal Payment Amount for the Distribution such Payment Date;; and (xvii) the weighted average remaining term to maturity level of LIBOR and any Net Yield Maintenance Payments being made by the Mortgage Loans Issuer expressed as a dollar amount and as a per annum rate which reduced the Net Funds Cap and any Net Yield Maintenance Amounts and Yield Maintenance Amounts being paid by the Yield Maintenance Counterparty for such period and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, notional balances on each separately set forth); (xxii) Yield Maintenance Agreement for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First such Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (iii), (iii), (ivii) and (vi) above, the amounts shall also be expressed in a separate section of the report as a dollar amount for each Class for each per $1 1,000 of original dollar principal amount as of the related Cut-Off DateNotes. The Trustee Master Servicer will make the Remittance Report Payment Date Statement (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Securityholders and the other parties to this Agreement via the Trustee’s Master Servicer's internet website. The Trustee’s Master Servicer's internet website shall initially be located at “▇▇▇"www.ctslink.com.▇▇▇▇▇▇▇.▇▇▇”. " Assistance in using the website can be obtained by calling the Trustee’s ▇▇▇▇▇▇▇ ▇▇▇ ▇▇ster Servicer's customer service desk at (▇▇▇301) ▇▇▇815-▇▇▇▇6600. Parties that are unable to use the above distribution options are entitled distributio▇ ▇▇▇▇▇▇ ▇▇▇ ▇ntitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee Master Servicer shall have the right to change the way Remittance Reports such reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties parties, and the Trustee Master Servicer shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto)change. (b) Within a reasonable period of time after the end of each calendar year, the Indenture Trustee shall shall, upon written request, furnish to each Person who at any time during the calendar year was a Holder of a Regular CertificateSecurityholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing aggregate payment information necessary to enable Holders of the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a CertificateholderSecurities to prepare their tax returns. Such obligation of the Indenture Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Indenture Trustee to Certificateholders Securityholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Payment Date, the Trustee Master Servicer shall make available supply an electronic tape to the Class R Certificateholders Bloomberg Financial Markets, Inc. in the same manner as the Remittance Report is made available a format acceptable to all Certificateholders Bloomberg Financial Markets, Inc. on a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary naturemonthly basis, and shall not be copied or distributed except supply an electronic tape to the extent required by law or Loan Performance and Intex Solutions in a format acceptable to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this AgreementLoan Performance and Intex Solutions on a monthly basis.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Thornburg Mortgage Inc)

Statements. (a) Not later than 1:00 p.m., New York California time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means modem a computer file containing the loan level information necessary to permit the Trustee to calculate the information required called for by clauses (i) through (xxvixxv) below as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than 1:00 p.m., California time, on each Determination Date, the Trustee shall deliver to the Servicer, the Certificate Insurer and the Seller by telecopy, with a hard copy thereof to be delivered on the succeeding Distribution Date, a confirmation of the items in clause (i) below. Not later than one Business Day prior to each Distribution Date the Trustee shall prepare deliver a statement (the "Trustee's Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification or calculation thereof: (i) The Available Funds for each Certificate Group and the each Class's Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest for each Loan Group paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Loan Group Balance of each Loan Group and the Pool Balance Balance, in each case as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereofamount of the Insured Payments, if any, to be made on such Distribution Date; (xi) The number and Principal Balances of all Mortgage Loans in each Loan Group that were the aggregate amount subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the The amount of all Curtailments in each Loan Group that were received during the Due Period; (xiii) the The principal portion of all Monthly Payments in each Loan Group received during the Due Period; (xiv) the The interest portion of all Monthly Payments in each Loan Group received on the Mortgage Loans during the Due Period; (xv) For each Certificate Group, the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certificateholders for the Distribution Date; (xvii) the The weighted average remaining term to maturity of the Mortgage Loans in each Loan Group and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviii) the The amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the The number of Mortgage Loans in each Loan Group outstanding at the beginning and at the end of the related Due Period; (xx) the The amount of Liquidation Loan Losses experienced during the preceding Due Period and the Loan Losses and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) For each Loan Group, as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 any LIBOR Carryover distributed and May 2004, the amount, if any, on deposit in the First Payment Loan Accountany remaining LIBOR Carryover; (xxiii) For each Loan Group, the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for For each Pre-Funding Distribution Date, the remaining amount in the Allocated Pre-Funding AccountFunded Amount; and (xxv) The amount of Class B Cap Carryover distributed to the Class B Certificates and the amount of Class B Cap Carryover remaining. The Trustee shall make available forward such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at 499 Park Avenue, New York, New York 10022, Attention: Mike Geller) ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇(▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇e, Needham, M▇▇▇▇▇▇▇▇▇▇▇s 02144, Attention: Harold ▇▇▇▇▇▇▇) ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇; ▇▇▇▇▇▇▇▇, Attention: ▇owever, that ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on ll remove from the Distribution Datereport the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. The Servicer shall calculate all items in clauses (i) - (xxv) above. To the extent that there are inconsistencies between the telecopy of the Trustee's Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder and to the Certificate Insurer (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or to the Certificate Insurer or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder or the Certificate Insurer may reasonably require; provided PROVIDED that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder or the Certificate Insurer for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or for the internal use of the Certificate Insurer and its counsel or to the Rating Agencies, the Certificate Insurer's reinsurers, parent, regulators, liquidity providers and auditors, PROVIDED that the Certificate Insurer shall attempt in good faith to cause such additional Persons to acknowledge in writing the foregoing restrictions, and in connection with the purposes and requirements of this Agreement. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Corp /De/)

Statements. (a) Not later than 1:00 p.m.12:00 noon, New York time, on the fifth Business Day prior to each Distribution Determination Date, the Master Servicer shall deliver to the Trustee by electronic means Trust Administrator a computer file monthly report (the "Monthly Report") in a form and format mutually agreeable to the Master Servicer and the Trust Administrator containing the loan level information necessary set forth in Exhibit C hereto as to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below each Mortgage Loan as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee Trust Administrator shall reasonably require, including, without limitation, all information necessary to enable the Trust Administrator to make the payments required by Section 4.01(a). Each Monthly Report shall be an Officer's Certificate. On the Business Day preceding the Distribution Date, the Trust Administrator shall make available to the Master Servicer and the Seller hereby agrees Depositor, by telecopy, with a hard copy thereof to provide the Trustee and the Servicer with an amended Prepayment Charge Schedulebe delivered on such Distribution Date, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the "Trust Administrator's Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) The Available Funds and Funds, the Net WAC Cap and, for the Class A-1 Certificates, the Certificate Rate for each Class for the related Distribution Date; (ii) The Class Principal Balance, the aggregate amount Pool Principal Balance as reported in the prior Trust Administrator's Remittance Report or, in the case of the distribution to first Determination Date, the Original Class Certificate Principal Balance of each Class of Certificates on such Distribution Dateand the Cut-Off Date Pool Principal Balance; (iii) the The aggregate amount of collections received on the distribution set forth in paragraph (i) above Mortgage Loans during the related Due Period, separately stating the amounts received in respect of interest principal and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaininginterest; (iv) The number and Principal Balances of all Mortgage Loans that were the amount subject of Principal Prepayments during the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfallrelated Due Period; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the The amount of all Curtailments that were received during the Due Period; (xiiivi) the The principal portion of all Monthly Payments received during the Due Period; (xivvii) the The interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xvviii) The amount required to be paid by the amount Originators or the Seller (reported separately) pursuant to Sections 2.02, 2.04 or 2.06; (ix) The Class A Principal Distribution, the Class M-1 Principal Distribution and Class M-2 Principal Distribution for the related Distribution Date, the portion thereof to be distributed on each Class of the Monthly Advances Certificates then entitled to distributions of principal and the Compensating Class Monthly Interest payment Distribution Amount for the related Distribution Date to be distributed on each Class of Certificates; (x) The amount, if any, of any Net WAC Carryover and the Outstanding Class Interest Carryover Shortfall for each Class after giving effect to the distributions to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the related Distribution Date; (xviixi) The Class Principal Balance of each Class after giving effect to the distributions to be made on the related Distribution Date; (xii) The weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviiixiii) The Servicing Fee to be paid to the Master Servicer; (xiv) The amount of all payments or reimbursements to the Master Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer)Section 3.03; (xixxv) The Overcollateralization Amount, the Overcollateralization Deficiency, the Overcollateralization Release Amount, the Target Overcollateralization Amount and the Remaining Excess Spread for such Distribution Date; (xvi) The number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xxxvii) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date The Pool Balance; (xxi) Principal Balance as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth)Due Period related to such Distribution Date; (xxiixviii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the The number and aggregate Principal Balance of Mortgage LoansLoans (w) as to which the Monthly Payment is delinquent for 30-59 days, other than Mortgage Loans 60-89 days and 90 or more days, respectively, (x) that have become REO Properties, in default or imminent default, that were modified by each case as of the Servicer during end of the related Due Period Period, (y) that are in foreclosure and (z) the Mortgagor of which is the subject of any bankruptcy or insolvency proceeding; (xix) The unpaid Principal Balance of all Mortgage Loans that became Liquidated Mortgage Loans during such Due Period; (xx) The Net Liquidation Proceeds received during such Due Period; (xxi) The book value (within the meaning of 12 C.F.R. ss. 571.13 or comparable provision) of any real estate acquired through foreclosure or grant of a deed in lieu of foreclosure; (xxii) Whether a Trigger Event has occurred or is continuing; (xxiii) Such other information as reported is required by the Servicer)Code and regulations thereunder to be made available to Holders of the Regular Certificates; (xxiv) For so long as AGFC is the amount Master Servicer, the Rating Agencies ratings of Net Rate Cap Carryover distributed to each Class the long-term unsecured debt of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such ClassMaster Servicer; (xxv) The amount of Prepayment Interest Shortfalls for the amount on deposit in the Net Rate Cap Fund, and the amounts Due Period; (xxvi) The 60+ Delinquency Percentage (Rolling Three Month) as of each deposit and withdrawal from such AccountDistribution Date; and (xxvixxvii) The number and aggregate Principal Balance of all Mortgage Loans purchased by the Master Servicer pursuant to Section 3.16 for (i) the related Due Period and (ii) for each Preall Due Periods since the Cut-Funding Distribution Off Date, the remaining amount in the Pre-Funding Account. The Trustee Trust Administrator shall make available such report concurrently with each distribution to the Servicer, the Seller, the Certificateholders, Certificateholders and the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) Agencies on the related Distribution Date. The Trustee Trust Administrator may fully rely upon and shall have no liability with respect to information provided by the Master Servicer. In the case of information furnished pursuant to subclauses (ii), (iiiix), (ivx) and (vixii) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee Trust Administrator shall furnish to each Person who at any time during the calendar year was a Holder Certificateholder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses subclause (iii) and (ivxxiv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee Trust Administrator shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee Trust Administrator to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee Trust Administrator shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders Transferor a copy of the reports forwarded to the Holders of the Regular Certificates Certificateholders in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee Trust Administrator deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee Trust Administrator shall deliver to each Person who at any time during the calendar year was a Class R CertificateholderTransferor, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R CertificateholderTransferor. Such obligation of the Trustee Trust Administrator shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person Trust Administrator pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (American General MRT Ln Asst BCKD Ps THR CRTS Sr 2003-1)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth 5:00 p.m. one Business Day prior to each Distribution Payment Date, the Master Servicer shall deliver make available to the Indenture Trustee by electronic means and the Yield Maintenance Counterparty, and concurrently with each distribution to Securityholders, the Master Servicer shall make available to each Securityholder, the Seller, the Owner Trustee and each Rating Agency, a computer file containing the loan statement based solely on loan-level information necessary provided to permit it by the Trustee Servicers (the “Payment Date Statement”) as to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period distributions to be made or Due Periodmade, as applicable, and on such other information as Payment Date. Information in the Trustee shall reasonably require, and Payment Date Statement relating to or based on amounts available in the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information Yield Maintenance Account shall be based solely upon the loan level on information furnished provided by the Servicer upon which Yield Maintenance Counterparty regarding any required Net Yield Maintenance Payments to be made by the Issuer or any Net Yield Maintenance Amounts or Yield Maintenance Amounts required to be paid by the Yield Maintenance Counterparty for the related Payment Date pursuant to the Yield Maintenance Agreements. The Indenture Trustee shall conclusively rely without independent verification thereofconfirm to the Master Servicer receipt of any Net Yield Maintenance Amounts or Yield Maintenance Amounts in the Yield Maintenance Account on the Business Day immediately preceding such Payment Date. The Payment Date Statement will include the following: (i) Available Funds and the Certificate Rate for aggregate amount of the payment to be made on such Payment Date to the Holders of each Class for of Notes, to the related Distribution Dateextent applicable, allocable to principal; (ii) the aggregate amount of the distribution payment to be made on such Payment Date to the Holders of each Class of Certificates on such Distribution DateNotes allocable to interest and the calculation thereof; (iii) the amount amount, if any, of any distribution to the Holders of the distribution set forth in paragraph Trust Certificate; (iA) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the aggregate amount of any Class Interest Carryover Shortfall remaining; Monthly Advances required to be made by or on behalf of the Servicers (ivor the Master Servicer) with respect to such Payment Date, (B) the aggregate amount of such Monthly Advances actually made, and (C) the distribution set forth in paragraph amount, if any, by which (iA) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfallexceeds (B) above; (v) the amount total number of Excess Interest paid as principalMortgage Loans in the aggregate and the aggregate Scheduled Principal Balance in the aggregate and separately for each of the Three-Year, Five-Year, Seven-Year and Ten-Year Hybrid Mortgage Loans, in each case at the close of business at the end of the related Due Period and the Net Funds Cap for such Payment Date; (vi) the Servicing Fee and Class Principal Amount of each Class of Notes, to the Trustee Fee extent applicable, as of such Payment Date after giving effect to payments allocated to principal reported under clause (including the separate amounts payable to each i) above, separately identifying any reduction of any of the Trustee and its Custodian)foregoing Note Principal Amounts due to Applied Loss Amounts; (vii) the Pool amount of any Realized Losses incurred with respect to the Mortgage Loans (x) in the applicable Prepayment Period and (y) in the aggregate since the Cut-off Date; (viii) the amount of the Master Servicing Fees, Servicing Fees and Indenture Trustee Fees, if any, paid during the Due Period to which such distribution relates; (ix) the number and aggregate Scheduled Principal Balance of Mortgage Loans, (a) delinquent 30 to 59 days on a contractual basis, (b) delinquent 60 to 89 days on a contractual basis, (c) delinquent 90 or more days on a contractual basis, (d) as to which foreclosure proceedings have been commenced in the month in which such Payment Date occurs, in each case as of the close of business on the last day Business Day of the preceding Due Periodcalendar month immediately preceding, (e) in bankruptcy and (f) that are REO Properties; (viiix) the Class aggregate Scheduled Principal Balance of each Class of Certificates after giving effect any Mortgage Loans with respect to payments allocated to principal above; (ix) which the Overcollateralization Amount and the Required Overcollateralization Amount related Mortgaged Property became a REO Property as of the close of business on the Distribution Date, after giving effect to distributions last Business Day of principal on the calendar month immediately preceding the month in which such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereofPayment Date occurs; (xi) with respect to substitution of Mortgage Loans in the aggregate amount preceding calendar month, the Scheduled Principal Balance of Principal Prepayments received during the related Prepayment Periodeach Deleted Mortgage Loan, and of each Qualified Substitute Mortgage Loan; (xii) the amount aggregate outstanding Deferred Amounts, Carryforward Interest, Basis Risk Shortfalls and Unpaid Basis Risk Shortfalls, if any, for each Class of all Curtailments that were received during the Due PeriodNotes, after giving effect to payments made on such Payment Date; (xiii) the principal portion Note Interest Rate applicable to such Payment Date with respect to each Class of all Monthly Payments received during the Due PeriodNotes; (xiv) the interest portion of all Monthly Payments received on Interest Remittance Amount and the Mortgage Loans during the Due PeriodPrincipal Remittance Amount applicable to such Payment Date; (xv) the amount of the Monthly Advances Excess Interest and the Compensating Interest payment to be made on the Determination Monthly Excess Cashflow for such Payment Date; (xvi) the amount to be distributed to Overcollateralization Amount, the Class P CertificatesOvercollateralization Deficiency, Class BIO if any, the Principal Payment Amount and Class R Certificateholders, respectively the Extra Principal Payment Amount for the Distribution such Payment Date;; and (xvii) the weighted average remaining term to maturity level of LIBOR and any Net Yield Maintenance Payments being made by the Mortgage Loans Issuer expressed as a dollar amount and as a per annum rate which reduced the Net Funds Cap and any Net Yield Maintenance Amounts and Yield Maintenance Amounts being paid by the Yield Maintenance Counterparty for such period and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, notional balances on each separately set forth); (xxii) Yield Maintenance Agreement for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First such Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (iii), (iii), (ivii) and (vi) above, the amounts shall also be expressed in a separate section of the report as a dollar amount for each Class for each per $1 1,000 of original dollar principal amount as of the related Cut-Off DateNotes. The Trustee Master Servicer will make the Remittance Report Payment Date Statement (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Securityholders and the other parties to this Agreement via the TrusteeMaster Servicer’s internet website. The TrusteeMaster Servicer’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. .” Assistance in using the website can be obtained by calling the TrusteeMaster Servicer’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options option are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee Master Servicer shall have the right to change the way Remittance Reports such reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties parties, and the Trustee Master Servicer shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto)change. (b) Within a reasonable period of time after the end of each calendar year, the Indenture Trustee shall shall, upon written request, furnish to each Person who at any time during the calendar year was a Holder of a Regular CertificateSecurityholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing aggregate payment information necessary to enable Holders of the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a CertificateholderSecurities to prepare their tax returns. Such obligation of the Indenture Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Indenture Trustee to Certificateholders Securityholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Payment Date, the Trustee Master Servicer shall make available supply an electronic tape to the Class R Certificateholders Bloomberg Financial Markets, Inc. in the same manner as the Remittance Report is made available a format acceptable to all Certificateholders Bloomberg Financial Markets, Inc. on a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary naturemonthly basis, and shall not be copied or distributed except supply an electronic tape to the extent required by law or Loan Performance and Intex Solutions in a format acceptable to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this AgreementLoan Performance and Intex Solutions on a monthly basis.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Structured Asset Sec Corp Thornburg Mort Sec Trust 2003 6)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer Each Alternate Currency Bank shall deliver furnish to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if requiredAdministrative Agent not less frequently than monthly, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar yearquarter, the Trustee shall furnish to each Person who and at any other time at the reasonable request of the Administrative Agent, a statement setting forth the outstanding Alternate Currency Loans made and repaid during the calendar year was a Holder period since the last such report under such Alternate Currency Addendum. Risk Participation. Immediately and automatically upon the occurrence of a Regular CertificateDefault under Sections 8.1(a), if requested in writing by such Person(e) or (f), such information as is reasonably necessary to provide to such Person each Lender with a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee Tranche B Revolving Loan Commitment shall be deemed to have been satisfied unconditionally and irrevocably purchased from the applicable Alternate Currency Bank, without recourse or warranty, an undivided interest in and participation in each Alternate Currency Loan ratably in an amount equal to such Lender's Pro Rata Tranche B Revolving Share of the amount of principal and accrued interest of such Loan, and immediately and automatically all Alternate Currency Loans shall be converted to and redenominated in Dollars equal to the Dollar Amount of each such Alternate Currency Loan determined as of the date of such conversion; provided, that to the extent that substantially comparable information such conversion shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such occur other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after than at the end of each calendar yearan Interest Period, the Trustee applicable Borrower shall deliver pay to the applicable Alternate Currency Bank, all losses and breakage costs related thereto in accordance with Section 4.4. Each of the Lenders shall pay to the applicable Alternate Currency Bank not later than two (2) Business Days following a request for payment from such Alternate Currency Bank, in Dollars, an amount equal to the undivided interest in and participation in the Alternate Currency Loan purchased by such Lender pursuant to this Section 2.21(e). In the event that any Lender fails to make payment to the applicable Alternate Currency Bank of any amount due under this Section 2.21(e), the Administrative Agent shall be entitled to receive, retain and apply against such obligation the principal and interest otherwise payable to such Lender hereunder until the Administrative Agent receives from such Lender an amount sufficient to discharge such Lender's payment obligation as prescribed in this Section 2.21(e) together with interest thereon at the Federal Funds Effective Rate for each Person who at any time day during the calendar year was period commencing on the date of demand by the applicable Alternate Currency Bank and ending on the date such obligation is fully satisfied. The Administrative Agent will promptly remit all payments received as provided above to the applicable Alternate Currency Bank. In consideration of the risk participations prescribed in this Section 2.21(e), each Lender shall receive, from the accrued interest paid for periods prior to the conversion of any Alternate Currency Loan as described above by the applicable Borrower on each Alternate Currency Loan, a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide fee equal to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation Lender's Pro Rata Tranche B Revolving Share of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements Applicable Eurocurrency Margin component of the Code interest accrued on such Loan, as in effect from time to time in force. (e) The Servicer during the period such interest accrued. Such portion of the interest paid by the applicable Borrower on Alternate Currency Loans to the applicable Alternate Currency Bank shall be paid as promptly as possible by such Alternate Currency Bank to the Administrative Agent, and the Trustee Administrative Agent shall furnish to as promptly as possible convert such amount into Dollars at the Depositor, the Seller and each Certificateholder (if requested in writing), during the term spot rate of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and exchange in accordance with its normal banking practices and apply such applicable instructions and directions resulting amount ratably among the Lenders (if requested including the Alternate Currency Banks) in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled proportion to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainablePro Rata Tranche B Revolving Share. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Credit Agreement (Trimble Navigation LTD /Ca/)

Statements. Tenant shall furnish the following statements to Landlord (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ acknowledges and agrees may be provided by Landlord to any Landlord’s Parent, MGP REIT and ▇▇▇▇▇): (i) On the earlier of five (5) Business Days following (x) each date specified in the Exchange Act and the SEC’s related rules and regulations (including any additional time permitted under Rule 12b-25 or any successor provision thereof) that the Tenant’s Parent is (or would be, ▇▇▇▇▇▇▇as a large accelerated filer, ▇▇▇▇▇▇▇if not required to file SEC Reports at that time) required to file SEC Reports (each a “SEC Filing Deadline”) and (y) the date the Tenant’s Parent files its SEC Reports with the SEC: (A) Tenant’s Parent’s Financial Statements required to be included in such SEC Report (or which would be, if not required to file SEC Reports at that time) or the SEC Report containing such Financial Statements; (B) a certificate, executed by a Responsible Officer of Tenant certifying that no default has occurred under this Lease or, if such a default has occurred, specifying the nature and status of such default; and (C) (1) with respect to annual Financial Statements, a report with respect to Tenant’s Parent’s Financial Statements from Tenant’s Parent’s independent registered public accounting firm, which report shall not be subject to any qualification or exception expressing substantial doubt about the ability of the Tenant’s Parent and its Subsidiaries to continue as a “going concern” or any exception as to the scope of such audit (excluding any qualification as to going concern relating to any debt maturities in the twelve month period following the date such report is delivered or any projected financial performance or covenant default in any Indebtedness or this Lease in such twelve month period) and that such Financial Statements have been prepared in accordance with GAAP and Tenant’s Parent’s accountants have examined such Financial Statements in accordance with the standards of the PCAOB (or generally accepted auditing standards, if not required to file SEC Reports at such time) and (2) with respect to quarterly Financial Statements, a certificate, executed by a Responsible Officer of the Tenant’s Parent, certifying that such Financial Statements fairly present, in all material respects, the financial position and results of operations of Tenant’s Parent and its Subsidiaries on a consolidated basis in accordance with GAAP as at such date and for such period (subject to normal year-end audit adjustments, the absence of footnotes and other informational disclosures customarily omitted from interim financial statements). Financial statements required to be delivered pursuant to this Section 23.1(b)(i) will be deemed delivered to the extent such documents are included in materials filed with the SEC and shall be deemed to have been delivered on the date such documents are publicly available on the SEC’s website; (ii) Within sixty (60) days after the end of each of the Tenant’s Fiscal Years (commencing with the Fiscal Year ending December 31, 2020), (a) a budget and projection by fiscal quarter for the Fiscal Year in which the budget is delivered, including projected Net Revenue, Net Income, EBITDA, EBITDAR, Net Revenue by division, and Operating Expenses by division with respect to each Operating Subtenant (or Tenant with respect to any portion of a Facility that is not subject to an Operating Sublease), (b) a budget and projection by fiscal year for the second and third subsequent Fiscal Years, including projected Net Revenue, EBITDA, EBITDAR with respect to each Operating Subtenant (or Tenant with respect to any portion of a Facility that is not subject to an Operating Sublease), (c) a capital budget for each Operating Subtenant for the following Fiscal Year. EBITDA shall be calculated in accordance with Exhibit L. (iii) Within twenty (20) days after the expiration of any calendar quarter, Tenant shall deliver to Landlord a Financial Covenant compliance report in substantially in the form attached hereto as Exhibit J, which shall include a calculation of the Financial Covenant and Listing Covenant under Section 23.3 as of the relevant date as applicable, based upon the preliminary statements for such Test Period (the “Preliminary Financial Covenant Compliance Report”). (iv) Within sixty (60) days after the expiration of any calendar quarter, Tenant shall deliver to Landlord a Financial Covenant compliance report in substantially in the form attached hereto as Exhibit J, which report shall include an Officer’s Certificate certifying (1) that the Financial Covenant and Listing Covenant are in compliance under Section 23.3 together with reasonable detail evidencing such compliance, and (2) that such items are true, correct, accurate, and complete and fairly present the financial condition and results of the operations of the Operating Subtenants (or Tenant with respect to any portion of a Facility that is not subject to an Operating Sublease) (subject to normal year-end adjustments) as of the relevant date as applicable (the “Final Financial Covenant Compliance Report”). (v) Within sixty (60) days after the expiration of any calendar quarter, Tenant shall deliver to Landlord a quarterly operating report in substantially the form attached hereto as Exhibit M, accompanied by an Officer’s Certificate stating that such items in such quarterly operating report are true, correct, accurate, and complete and fairly present the financial condition and results of the operations of the Operating Subtenants (or Tenant with respect to any portion of a Facility that is not subject to an Operating Sublease) (subject to normal year-end adjustments) as of the relevant date as applicable, which reports shall include: (a) an occupancy report including the average daily rate and Net Revenue per available room and (b) quarterly, year to date and trailing twelve months operating statements noting Net Revenue, Net Income, EBITDA, EBITDAR, Net Revenue by division, Operating Expenses by division. (vi) Commencing with the year ended December 31, 2020, Tenant will furnish to Landlord annually within one hundred twenty (120) days following the end of such Fiscal Year, a complete copy of the Tenant’s and Operating Subtenants’ combined audited annual financial report with statements in accordance with GAAP covering the Facilities, which shall be accompanied by a report from an Approved Accounting Firm, which report shall indicate that such financial statements are prepared in accordance with GAAP as of such date and shall not be subject to any qualification or exception expressing substantial doubt about the ability of Tenant and Operating Subtenants, collectively, to continue as a “going concern” or any exception as to the scope of such audit (excluding any qualification as to going concern relating to any debt maturities in the twelve month period following the date such report is delivered or any projected financial performance or covenant default in any Indebtedness or this Lease in such twelve month period). Promptly following receipt by Landlord of each audited annual financial report, together with reasonable evidence of the third-party costs and expenses incurred by Tenant or its Affiliates in connection with such report, Landlord shall be required to reimburse Tenant or its Affiliates for one-half of all such third-party costs and expenses incurred by Tenant or its Affiliates. (vii) Tenant will furnish to Landlord annually within ninety (90) days following the end of such Fiscal Year, the Annual Certificate. (a) Such additional financial information and projections as may be reasonably requested by Landlord in connection with syndications, private placements or public offerings by or on behalf of Landlord of debt securities or loans or equity or hybrid securities and (b) such additional information and unaudited quarterly financial information concerning the Leased Property and Tenant as Landlord or its Affiliates may require for their filings with the SEC under both the Securities Act and the Exchange Act, including, but not limited to SEC Reports and registration statements to be filed by Landlord or its Affiliates during the Term of this Lease, the Internal Revenue Service and any other federal, state or local regulatory agency with jurisdiction over Landlord or its Subsidiaries or Affiliates; provided, however, that if the SEC requires Landlord or its Affiliates to include Tenant’s Parent’s Financial Statements in its SEC Reports, Tenant shall use its commercially reasonable efforts to furnish substantially complete drafts of Tenant’s Parent’s annual Financial Statements to Landlord no later than fifty-five (55) calendar days after the end of such year and Tenant Parent’s quarterly Financial Statements to Landlord no later than thirty-five (35) calendar days after the end of such quarter. (ix) Prompt Notice to Landlord of any action, proposal or investigation by any agency or entity, or complaint to such agency or entity, (any of which is called a “Proceeding”), known to Tenant, the result of which Proceeding would reasonably be expected to revoke or suspend or terminate or modify in a way materially adverse to Tenant, or fail to renew or fully continue in effect, any license or certificate or operating authority pursuant to which Tenant carries on any material part of the Primary Intended Use of all or any portion of the Leased Property. (x) Tenant further agrees to provide the financial and operational reports to be delivered to Landlord under this Lease in such electronic format(s) as may reasonably be required by Landlord from time to time in order to facilitate Landlord’s internal financial and reporting database. ▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and also agrees that Landlord shall have no liability audit rights with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law to confirm Tenant’s compliance with the terms of this Lease (including, without limitation, calculation of EBITDAR and expenditures with respect to Required CapEx). Tenant shall not change the accounting practices or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein policies described in this Lease for the purpose of soliciting calculating EBITDAR and expenditures with respect to Required CapEx, which the customers parties agree is based on Tenant’s Existing Accounting Guidelines. Furthermore, Tenant will not enter into any “off balance sheet arrangement” outside the normal course of operations as determined in accordance with GAAP as in effect on the Seller or for any other purpose except as set forth in date of this AgreementLease.

Appears in 1 contract

Sources: Master Lease (MGM Growth Properties Operating Partnership LP)

Statements. (a) Not later than 1:00 p.m.12:00 noon, New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means modem a computer file containing the loan level information necessary to permit the Trustee to calculate the information required called for by clauses (i) through (xxvixxiii) below as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than 12:00 noon, New York time, on each Determination Date, the Trustee shall deliver to the Servicer and the Seller by telecopy, with a hard copy thereof to be delivered on the succeeding Distribution Date, a confirmation of the items in clause (i) below. Not later than one Business Day prior to each Distribution Date the Trustee shall prepare deliver a statement (the "Trustee's Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification or calculation thereof: (i) The Available Funds for each Certificate Group and the each Class's Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest for each Loan Group paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Fee; (vii) the Loan Group Balance of each Loan Group and the Pool Balance Balance, in each case as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the each Overcollateralization Amount and the each Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) for each Certificate Group, whether a Cumulative Loss Event or a Delinquency Trigger Event has occurred and is continuing and the calculation thereofcontinuing; (xi) The number and Principal Balances of all Mortgage Loans in each Loan Group that were the aggregate amount subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the The amount of all Curtailments in each Loan Group that were received during the Due Period; (xiii) the The principal portion of all Monthly Payments in each Loan Group received during the Due Period; (xiv) the The interest portion of all Monthly Payments in each Loan Group received on the Mortgage Loans during the Due Period; (xv) For each Certificate Group, the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certificateholders for the Distribution Date; (xvii) the The weighted average remaining term to maturity of the Mortgage Loans in each Loan Group and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviii) the The amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the The number of Mortgage Loans in each Loan Group outstanding at the beginning and at the end of the related Due Period; (xx) For each Certificate Group, the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Loan Losses and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) For each Loan Group, as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including delinquent; the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for For each Certificate Group the Distribution Date in April 2004 calculation of the Trigger Event and May 2004, the amount, if any, on deposit in the First Payment Loan Account;Subordination Trigger Event; and (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for For each Pre-Funding Distribution Date, the remaining amount in the Allocated Pre-Funding AccountFunded Amount. The Trustee shall make available forward such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. The Servicer shall calculate all items in clauses (i) - (xxiii) above. To the extent that there are inconsistencies between the telecopy of the Trustee's Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Corp /De/)

Statements. Tenant shall furnish the following statements to Landlord: (a) Not later than 1:00 p.m.Tenant shall, New York timeas soon as available and in any event within one hundred twenty (120) days after the end of each Fiscal Year, on provide to Landlord annual audited financial statements of Tenant and any Guarantor that is not an individual or trust for such Fiscal Year and certified annual financial statements of individual or trust Guarantors for such Fiscal Year, including therein the fifth Business Day prior to each Distribution Datebalance sheets of Tenant and Guarantors, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as applicable, as of the end of the preceding Prepayment Period or Due Periodsuch Fiscal Year and statements of earnings and statements of cash flow of Tenant and Guarantors for such Fiscal Year, as applicable, in each case certified in a manner acceptable to Landlord by independent certified public accountants of recognized national standing selected by Tenant and such other information as the Trustee shall reasonably require, and the Seller hereby agrees acceptable to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement Landlord (the “Remittance Report”) containing the information set forth below form of such certification to be reasonably satisfactory to Landlord), prepared in accordance with respect GAAP as to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, Tenant and any remaining Class Principal Carryover Shortfall; (v) Guarantor that is not an individual or trust, except as otherwise noted therein, on a basis consistent with prior periods and fairly presenting the amount financial condition of Excess Interest paid as principal; (vi) the Servicing Fee Tenant and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and Guarantors at the end of such Fiscal Year and the related Due Period;immediately preceding Fiscal Year and in comparative columnar form. (xxb) Tenant shall, as soon as available and in any event within forty-five (45) days after the amount end of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage each Quarter, provide to Landlord quarterly financial statements of the Cut-Off Date Pool Balance; (xxi) Tenant for such Quarter, including therein the balance sheets of Tenant and Guarantors as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreementssuch Quarter, and the amount statements of Net Rate Cap Carryover remaining earnings and statements of cash flow of Tenant and Guarantors for such Quarter, in each case certified in a manner acceptable to Landlord by such Class; (xxv) the amount on deposit entity’s chief accounting officer as being prepared in the Net Rate Cap Fundaccordance with GAAP as to Tenant and any Guarantor that is not an individual or trust, except as otherwise noted therein, and the amounts that such quarterly financial statements fairly present to financial condition of each deposit Tenant and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount Guarantors as of the related Cutend of such Quarter and year-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇to-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto)date. (bc) Within a reasonable period of time within thirty (30) days after the end of each calendar yearmonth of each Fiscal Year (including the twelfth month of each Fiscal Year), a “balance sheet” and statements of revenues and expenses for the Trustee shall furnish to each Person who at any time during Premises, all prepared by Tenant’s management in accordance with GAAP, but without footnotes, except as otherwise noted therein, on a basis consistent with prior periods, and fairly presenting the calendar year was a Holder financial condition of a Regular Certificate, if requested in writing by such Personthe Premises’ operation; without limiting the foregoing, such information as is reasonably necessary to provide to such Person statements shall include a statement containing the information set forth in subclauses (iii) table of Occupants by payor source and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with include such other information as the Trustee deems necessary or appropriatemay reasonably be requested by Landlord. (d) Within with the statements submitted pursuant to subsections (a) and (b) of this Section, a reasonable period certificate signed on behalf of Tenant by the principal financial or accounting officer of Tenant to the effect that no Event of Default specified herein nor any event which, upon notice or with the passage of time after the end or both, would constitute such an Event of Default has occurred and is continuing, or, in each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholdercase, if requested in writing by any such PersonEvent of Default or event has occurred and is continuing, such information as is reasonably necessary to provide to such Person a statement containing specifying the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the nature and extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force.thereof; (e) The Servicer semi-annually, summary reports of Tenant’s inpatient/outpatient volume statistics and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term list of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably requiremedical staff; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable.and (f) Reports promptly, from time to time, such other information regarding the operations, business affairs and computer diskettes financial condition of Tenant as Landlord may reasonably request, including, without limitation, prompt notice of any Event of Default or files furnished by any event which, with the Servicer pursuant to this Agreement shall be deemed confidential passage of time or the giving of notice, or both, would constitute an Event of Default and prompt notice of a proprietary natureany action, and shall not be copied suit or distributed except to the extent required by proceeding at law or to in equity or by or before any governmental instrumentality or other agency which, if adversely determined, would materially adversely affect Tenant’s or the Rating Agencies. No Person entitled to receive copies of such reports Premises’ business, operations, properties, assets or diskettes condition, financial or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreementotherwise.

Appears in 1 contract

Sources: Lease (Global Medical REIT Inc.)

Statements. 8.4.1 Sunovion shall submit statements to Urovant on a monthly basis for any Initial Co-Promotion Period Expenses, Reimbursed Co-Promotion Expenses, and CPC Approved Expenses incurred by or on behalf of Sunovion, solely to the extent there are any such expenses during the preceding month. The foregoing statements shall be used to determine the Payout Threshold. Sunovion shall use reasonable efforts to provide an estimate to Urovant for any such Initial Co-Promotion Period Expenses, Reimbursed Co-Promotion Expenses, and CPC Approved Expenses by the third (a3rd) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of after the end of the preceding Prepayment Period or Due Period, as applicable, and applicable month. Urovant shall notify Sunovion in writing of any disputed statement within thirty (30) days of receipt of such other information as the Trustee shall reasonably requirestatement, and the Seller hereby agrees Parties will resolve such Dispute promptly and in good faith. If such Dispute is not resolved within thirty (30) days of such Dispute notice, then either Party may refer such Dispute for resolution in accordance with Section 15.10. 8.4.2 During the Initial Co-Promotion Period, Urovant shall submit invoices to Sunovion on a monthly basis for any Urovant Expenses and CPC Approved Expenses incurred by or on behalf of Urovant, solely to the extent there are any such expenses during the preceding month. Urovant shall use reasonable efforts to provide the Trustee an estimate to Sunovion for any such Urovant Expenses and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished CPC Approved Expenses by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: third (i3rd) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates Business Day after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; applicable month. Sunovion shall notify Urovant in writing of any disputed statement within ten (xx10) days of receipt of such invoice, and the Parties will resolve such Dispute promptly and in good faith. If such Dispute is not resolved within ten (10) days of such Dispute notice, then either Party may refer such Dispute for resolution in accordance with Section 15.10. Sunovion shall pay Urovant the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; each undisputed invoice within thirty (xxi30) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Accountafter receipt thereof. The Trustee shall make available such report amounts reimbursed to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts Urovant from foregoing invoices shall be expressed in a separate section of used to determine the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇Payout Threshold.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Co Promotion Agreement (Urovant Sciences Ltd.)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee The Sponsor shall prepare and deliver a settlement statement (the “Remittance ReportStatement”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P CertificatesSupplier, Class BIO and Class R Certificateholders, respectively for the Distribution Date; within ten (xvii10) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time Business Days after the end of each calendar yearmonth in the Term that is the subject of the Statement (the “Settlement Month”), setting out the Trustee basis for the Monthly Payment with respect to the Settlement Month, as well as the basis for any other payments owing under this Agreement by either Party to the other in the Settlement Month. A Statement may be delivered by the Sponsor to the Supplier by facsimile or electronic means and shall furnish include the reference number assigned to each Person who at any time during this Agreement by the calendar year was Sponsor and a Holder description of the components of the Monthly Payment and other payments, as described in this Agreement, including Section 4.2 as applicable, owing to the Supplier for the Settlement Month. (b) The Supplier shall, promptly following receipt from the System Operator or LDC, as applicable, of the necessary information to calculate the Regulatory Charge Credit in respect of a Regular CertificateSettlement Month, if requested in writing by such Person, forward such information as is reasonably necessary to provide to such Person the Sponsor, along with a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation draft calculation of the Trustee shall be deemed to have been satisfied to Regulatory Charge Credit in the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to timePrescribed Form. (c) On each Distribution DateThe Sponsor’s calculation of the Regulatory Charge Credit shall be included in the Statement for the Settlement Month in which all information reasonably required by the Sponsor to calculate the Regulatory Charge Credit has been received by the Sponsor, and shall be paid on the Payment Date corresponding to such Statement. The amount of the Regulatory Charge Credit that is due on a given Payment Date shall be added to (or subtracted from, as the case may be), the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates applicable Monthly Payment, except in respect of such Distribution Date and a statement setting forth the amounts actually distributed final payment(s) of the Regulatory Charge Credit, which may occur after the last Monthly Payment has been made. For greater certainty, if all information required by the Sponsor to calculate the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after Regulatory Charge Credit has not been received by the end of each calendar yeara given Settlement Month, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation payment of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and Regulatory Charge Credit shall not be copied or distributed except to made until the extent required by law or to Payment Date corresponding the Rating Agencies. No Person entitled to receive copies of Settlement Month in which all such reports or diskettes or files or lists of Certificateholders information has been received, and no interest shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreementaccrue thereon.

Appears in 1 contract

Sources: Energy Storage Facility Agreement

Statements. (a) Not No later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Determination Date, ---------- the Servicer shall deliver to the Indenture Trustee by electronic means a magnetic tape or computer file containing disk providing such information regarding the loan level information necessary Servicer's activities in servicing the Home Loans during the related Due Period as the Indenture Trustee may reasonably require. (1) Subject to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as modification of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and Servicer's Monthly Statement by the Servicer with an amended Prepayment Charge Schedulethe prior written consent of the Majority Securityholders and the Indenture Trustee, if required, at such time. Not no later than three (3) Business Days before each Distribution Date Payment Date, the Servicer shall prepare and the Indenture Trustee shall prepare distribute a monthly statement (the “Remittance Report”) containing the information set forth below "Servicer's Monthly Statement", with respect to such Distribution Payment Date) to the Seller, which information shall be based solely upon the loan level information furnished by Securityholders and each Rating Agency, stating the Servicer upon which date of original issuance of the Trustee shall conclusively rely without independent verification thereofSecurities (day, month and year), the name of the Issuer (i.e., "FIRSTPLUS Home Loan Owner Trust 1997-3"), the series designation of the Securities (i.e., "Series 1997-3"), the date of this Agreement and the following information: (i) the Available Funds Collection Amount, the Regular Payment Amount and the Certificate Rate for each Class Excess Spread for the related Distribution Payment Date; (ii) the aggregate amount of amount, if any, on deposit in the distribution to each Class of Certificates Pre-Funding Account and the Capitalized Interest Account on such Distribution Payment Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates Securities, and the Pool Principal Balance as of the first day of the related Due Period and after giving effect to payments allocated and distributions made to the holders of such Securities on such Payment Date; (iv) the Class Pool Factor with respect to each Class of Securities then outstanding; (v) the amount of principal aboveand interest received on the Home Loans during the related Due Period; (vi) the amount, if any, of the Overcollateralization Surplus Amount; (vii) the Servicing Compensation for such Payment Date; (viii) the Overcollateralization Amount with respect to such Payment Date, the Required Overcollateralization Amount as of such Payment Date, the Net Loan Losses incurred during the related Due Period and the cumulative Net Loan Losses with respect to such Payment Date; (ix) the Overcollateralization Amount amount, if any, paid on such Payment Date to each Class of Subordinate Securities in respect of Deferred Amounts; (x) with respect to each Class of Subordinate Securities, the amount of any applicable Deferred Amounts remaining unreimbursed after giving effect to payments made on such Payment Date; (xi) the weighted average maturity of the Home Loans and the Required Overcollateralization weighted average Home Loan Interest Rate of the Home Loans each as of such Payment Date; (xii) certain performance information, including delinquency and foreclosure information with respect to the Home Loans, as set forth in the Servicer's Monthly Remittance Report; (xiii) the amount of any Servicing Advance Reimbursement Amount to be paid to the Servicer on such Payment Date, and the amount of any Servicing Advance Reimbursement Amount remaining unpaid following such payment; (xiv) the number of and aggregate Principal Balance of all Home Loans in foreclosure proceedings (other than any Home Loans described in clause (xvi)) and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xv) the number of and the aggregate Principal Balance of the Home Loans in bankruptcy proceedings (other than any Home Loans described in clause (xvii)) and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the first day of the related Due Period; (xvi) the number of Foreclosure Properties, the aggregate Principal Balance of the related Home Loans, the book value of such Foreclosure Properties and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the first day of the related Due Period; (xvii) during the related Due Period, the aggregate Principal Balance of Home Loans for each of the following: (A) that became Liquidated Home Loans, (B) that became Deleted Home Loans pursuant to Section 3.05(c) as a result of such Deleted Home Loans being Defective Home Loans, and (C) that became Deleted Home Loans pursuant to Section 3.05(c) as a result of such Deleted Home Loans being Liquidated Home Loans or a Home Loan in foreclosure, default or imminent default, including the foregoing amounts by loan type (i.e., Combination Loans, Debt Consolidation Loans, Home Improvement Loans, and Purchase or Refinance Loans); (xviii) from the amount Closing Date through the most current Due Period, the cumulative aggregate Principal Balance of all payments or reimbursements to Home Loans for each of the Servicer following: (A) that became Liquidated Home Loans, and (B) that became Deleted Home Loans pursuant to Sections 3.03(iiSection 3.05(c) and (vi) (as reported by the Servicer)a result of such Deleted Home Loans being in foreclosure, default or imminent default; (xix) the number of Mortgage scheduled principal payments and the principal prepayments received with respect to the Home Loans outstanding at the beginning and at the end of during the related Due Period; (xx) the amount number of Liquidation Loan Losses experienced and aggregate principal balance of all Home Loans (both during the preceding related Due Period and in aggregate since the Cumulative Net Losses as a percentage of the Cut-Off Date Pool BalanceClosing Date) repurchased or substituted pursuant to Sections 2.06, 3.05 or 4.02; (xxi) as of the end of the preceding calendar month, the number whether a Trigger Event has occurred and Principal Balance of Mortgage Loans which are 30-59 days delinquentis continuing; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit number of Home Loans remaining in the First Payment Home Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such AccountPool; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Firstplus Investment Corp)

Statements. At the request of Landlord, Tenant shall provide to Landlord its current financial statements or other information discussing financial worth which Landlord shall use solely for purposes of this Lease and in connection with the ownership, management and disposition of the property subject hereto. ESTOPPEL CERTIFICATES Tenant agrees from time to time within ten (a10) Not later than 1:00 p.m.days after request of Landlord, New York timeto deliver to Landlord, on the fifth Business Day prior to each Distribution Dateor Landlord's designee, an estoppel certificate stating that this Lease is in full force and effect, the Servicer shall deliver date to which Rent has been paid, the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as unexpired portion of the end of the preceding Prepayment Period or Due Period, as applicable, this Lease and such other information matters pertaining to this Lease as the Trustee may be reasonably requested by Landlord. Failure by Tenant to execute and deliver such certificate shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with constitute an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount acceptance of the distribution to each Class of Certificates on such Distribution Date; (iii) Premises and acknowledgment by Tenant that the amount of the distribution set forth in paragraph (i) above in respect of interest statements included are true and the amount thereof in respect of any Class Interest Carryover Shortfall, correct without exception. Landlord and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇▇▇▇ intend that any statement delivered pursuant to this Paragraph may be relied upon by any mortgagee, beneficiary, purchaser or prospective purchaser of the Project or any interest therein. The parties agree that ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ 's obligation to furnish such estoppel certificates in a timely fashion is a material inducement for Landlord's execution of the Lease. SECURITY DEPOSIT ▇▇▇▇▇▇ agrees to deposit with Landlord upon execution of this Lease, Attention: ▇▇▇▇ a Security Deposit as stated in the Basic Lease Information which sum shall be held by Landlord, without obligation for interest, as security for the performance of Tenant's covenants and obligations under this Lease, it being expressly understood and agreed that such deposit is not an advance rental deposit or a measure of damages incurred by Landlord in case of ▇▇▇▇▇▇'s default. Upon the occurrence of any event of default by Tenant, Landlord may, from time to time, without prejudice to any other remedy provided herein or provided by law, use such fund to the extent necessary to make good any arrears of Rent or other payments due to Landlord hereunder, and any other damage, injury, expense or liability caused by such event of default, and Tenant shall pay to Landlord, on demand, the amount so applied in order to restore the Security Deposit to its original amount. Any remaining balance of such deposit shall be returned by Landlord to Tenant at such time after termination of this Lease that all of the Tenant's obligations under this Lease have been fulfilled. TENANT'S REMEDIES Tenant shall look solely to Landlord's interest in the Project for recovery of any judgment from Landlord. Landlord and Landlord's Affiliates shall never be personally liable for any such judgment. ASSIGNMENT AND SUBLETTING Tenant shall not assign or sublet the Premises or any part thereof without Landlord's prior written approval except as provided herein. If Tenant desires to assign this Lease or sublet any or all of the Premises, Tenant shall give Landlord written notice thirty (30) and Intex Solutions days prior to the anticipated effective date of the assignment or sublease. Landlord shall then have a period of fifteen (at ▇▇ ▇▇15) days following receipt of such notice to notify Tenant in writing that Landlord elects either (1) to terminate this Lease as to the space so affected as of the date so requested by ▇▇▇▇▇▇ (except in the event of an assignment to an Affiliate (as hereinafter defined)), or (2) to permit Tenant to assign this Lease or sublet such space, subject, however, to Landlord's prior written approval of the proposed assignee or subtenant and of any related documents or agreements associated with the assignment or sublease, such consent not to be unreasonably withheld so long as Tenant provides data and documentation reasonably satisfactory to Landlord that demonstrates that the use of the Premises by such proposed assignee or subtenant would be a Permitted Use, and the proposed assignee or subtenant is of sound financial condition (determined in Landlord's reasonable judgment). Any Rent or other consideration realized by Tenant under any such sublease or assignment (except to an Affiliate) in excess of the Rent payable hereunder, after deducting the amortization of (1) the reasonable cost of any improvements which ▇▇▇▇▇▇ has made for the purpose of assigning or subletting all or part of the Premises and (2) reasonable subletting and assignment costs, ▇▇▇▇▇▇▇shall be divided and paid fifty percent (50%) to Tenant, fifty percent (50%) to Landlord. If Tenant is a closely held corporation (i.e., one whose stock is not publicly held and not traded through an exchange or over the counter), a transfer of corporate shares by sale, assignment, bequest, inheritance, operation of law or other disposition (including such a transfer to or by a receiver or trustee in federal or state bankruptcy, insolvency or other proceedings), in one or a series of related transactions, so as to result in a change in the present control of such corporation or any of its parent corporations by the person or persons owning a majority of said corporate shares, shall constitute an assignment for purposes of this Paragraph. If Tenant is a partnership, joint venture or other unincorporated business form, a transfer of the interest of persons, firms or entities responsible for managerial control of Tenant by sale, assignment, bequest, inheritance, or operation of law or other disposition, so as to result in a change in the present control of said entity and/or a change in the identity of the persons responsible for the general credit obligations of said entity shall constitute an assignment for all purposes of this Paragraph. No assignment or subletting by Tenant shall relieve Tenant of any obligations under this Lease. Any assignment or subletting which conflicts with the provisions hereof shall be void. Notwithstanding the foregoing, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and 's consent shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall not be expressed in a separate section required for any assignment of the report Lease or sublet of the Premises (either, a "Transfer") to an Affiliate, as long as the following conditions are met: At least fifteen (15) business days before the Transfer, Landlord receives written notice of the Transfer (as well as any documents or information reasonably requested by Landlord regarding the Transfer or the Affiliate); The Transfer is not a dollar amount for each Class for each $1 original dollar amount subterfuge by Tenant to avoid its obligations or liabilities under the Lease; The Affiliate assumes in writing all of Tenant's obligations under this Lease relating to the portion of the Premises being assigned or sublet; and The Affiliate has a net worth immediately following the Transfer, as evidenced by financial statements delivered to Landlord and certified by an independent certified public accountant in accordance with generally accepted accounting principles that are consistently applied ("Net Worth") at least equal to Tenant's Net Worth either immediately before the transfer or as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term date of this AgreementLease, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainablewhichever is greater. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Lease Agreement (Adept Technology Inc)

Statements. (a) Not later than 1:00 p.m.Each Dealer and TCFC agree that the terms of any Loan made by TCFC under the Agreement, New York timeincluding but not limited to the due date, on the fifth Business Day prior to each Distribution curtailments, Due In Full Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as length of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfallfree floor period, and the amount of any Class Interest Carryover Shortfall remaining; (iv) may vary from time to time and cannot always be agreed upon in advance because such terms depend, in part, upon the availability and/or the amount of the distribution set forth in paragraph (i) above in respect a fee paid by Seller to TCFC for financing of principal inventory hereunder and the amount thereof in respect of the Class Principal Carryover Shortfallother incentives provided by Sellers or buying groups, TCFC's floorplanning volume with certain Sellers or with such Dealer, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable other economic factors which vary from time to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Propertytime. Thus, each separately set forth); (xxii) for the Distribution Date in April 2004 Dealer agrees to pay each Loan and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this the Agreement. The Trustee Each Dealer agrees that the terms and conditions stated in each Transaction Statement shall also be entitled accepted as to rely on but the Loan identified therein if not objected to in writing by such Dealer within 30 days after the date of such statement. If such Dealer objects, then where applicable the Loan shall not be responsible for subject to the content or accuracy terms and conditions of any information provided by third parties for purposes the most recently accepted Transaction Statement related to a Loan covering the same model of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate Inventory. If there is no such previously accepted Transaction Statement, each Dealer agrees that in its reasonable discretion (without suggesting liability on the part of addition to any other party hereto)right or remedy TCFC may have under the Agreement, the Loan related to the objected Transaction Statement shall be due and payable within 30 days after the date of such Loan and interest shall accrue, after any applicable free floor period, at the rate of 1.25% per 30 day month. (b) Within a reasonable period of time after Subject to the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iiiabove section 2.8(a) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to section entitled "Savings Provisions", any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to any Liabilities sent to any Dealer by TCFC, including without limitation any Transaction Statement, shall be subject to subsequent adjustment by TCFC but shall be presumed accurate evidence of Liabilities and information covered thereby, unless TCFC shall have received written notice from such Dealer specifying any error within 30 days after the Certificateholder or otherwise date of such statement. Notwithstanding such notice by any Dealer to TCFC, such Dealer's obligation to make payments to TCFC with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and statement shall not be copied waived or distributed except extended unless and until TCFC consents in writing to the extent required by law such waiver or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreementextension.

Appears in 1 contract

Sources: Accounts Receivable and Inventory Financing Agreement (Pacific Magtron International Corp)

Statements. (a) Not later than 1:00 p.m.12:00 noon, New York time, on the fifth Business Day prior to each Distribution Determination Date, the Master Servicer shall deliver to the Trustee by electronic means Trust Administrator a computer file monthly report (the "Monthly Report") in a form and format mutually agreeable to the Master Servicer and the Trust Administrator containing the loan level information necessary set forth in Exhibit C hereto as to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below each Mortgage Loan as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee Trust Administrator shall reasonably require, including, without limitation, all information necessary to enable the Trust Administrator to make the payments required by Section 4.01(a). Each Monthly Report shall be an Officer's Certificate. On the Business Day preceding the Distribution Date, the Trust Administrator shall make available to the Master Servicer and the Seller hereby agrees Depositor, by telecopy, with a hard copy thereof to provide the Trustee and the Servicer with an amended Prepayment Charge Schedulebe delivered on such Distribution Date, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the "Trust Administrator's Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) The Available Funds and Funds, the Net WAC Cap and, for the Class A-1 Certificates, the Certificate Rate for each Class for the related Distribution Date; (ii) The Class Principal Balance, the aggregate amount Pool Principal Balance as reported in the prior Trust Administrator's Remittance Report or, in the case of the distribution to first Determination Date, the Original Class Certificate Principal Balance of each Class of Certificates on such Distribution Dateand the Cut-Off Date Pool Principal Balance; (iii) the The aggregate amount of collections received on the distribution set forth in paragraph (i) above Mortgage Loans during the related Due Period, separately stating the amounts received in respect of interest principal and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaininginterest; (iv) The number and Principal Balances of all Mortgage Loans that were the amount subject of Principal Prepayments during the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfallrelated Due Period; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the The amount of all Curtailments that were received during the Due Period; (xiiivi) the The principal portion of all Monthly Payments received during the Due Period; (xivvii) the The interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xvviii) The amount required to be paid by the amount Originators or the Seller (reported separately) pursuant to Sections 2.02, 2.04 or 2.06; (ix) The Class A Principal Distribution, the Class M-1 Principal Distribution and Class M-2 Principal Distribution for the related Distribution Date, the portion thereof to be distributed on each Class of the Monthly Advances Certificates then entitled to distributions of principal and the Compensating Class Monthly Interest payment Distribution Amount for the related Distribution Date to be distributed on each Class of Certificates; (x) The amount, if any, of any Net WAC Carryover and the Outstanding Class Interest Carryover Shortfall for each Class after giving effect to the distributions to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the related Distribution Date; (xviixi) The Class Principal Balance of each Class after giving effect to the distributions to be made on the related Distribution Date; (xii) The weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviiixiii) The Servicing Fee to be paid to the Master Servicer; (xiv) The amount of all payments or reimbursements to the Master Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer)Section 3.03; (xixxv) The Overcollateralization Amount, the Overcollateralization Deficiency, the Overcollateralization Release Amount, the Target Overcollateralization Amount and the Remaining Excess Spread for such Distribution Date; (xvi) The number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xxxvii) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date The Pool Balance; (xxi) Principal Balance as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth)Due Period related to such Distribution Date; (xxiixviii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the The number and aggregate Principal Balance of Mortgage LoansLoans (w) as to which the Monthly Payment is delinquent for 30-59 days, other than Mortgage Loans 60-89 days and 90 or more days, respectively, (x) that have become REO Properties, in default or imminent default, that were modified by each case as of the Servicer during end of the related Due Period Period, (y) that are in foreclosure and (z) the Mortgagor of which is the subject of any bankruptcy or insolvency proceeding; (xix) The unpaid Principal Balance of all Mortgage Loans that became Liquidated Mortgage Loans during such Due Period; (xx) The Net Liquidation Proceeds received during such Due Period; (xxi) The book value (within the meaning of 12 C.F.R. ss. 571.13 or comparable provision) of any real estate acquired through foreclosure or grant of a deed in lieu of foreclosure; (xxii) Whether a Trigger Event has occurred or is continuing; (xxiii) Such other information as reported is required by the Servicer)Code and regulations thereunder to be made available to Holders of the Regular Certificates; (xxiv) For so long as AGFC is the amount Master Servicer, the Rating Agencies ratings of Net Rate Cap Carryover distributed to each Class the long-term unsecured debt of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such ClassMaster Servicer; (xxv) The amount of Prepayment Interest Shortfalls for the amount on deposit in the Net Rate Cap Fund, and the amounts Due Period; (xxvi) The 60+ Delinquency Percentage (Rolling Three Month) as of each deposit and withdrawal from such AccountDistribution Date; and (xxvixxvii) The number and aggregate Principal Balance of all Mortgage Loans purchased by the Master Servicer pursuant to Section 3.16 for (i) the related Due Period and (ii) for each Preall Due Periods since the Cut-Funding Distribution Off Date, the remaining amount in the Pre-Funding Account. The Trustee Trust Administrator shall make available such report concurrently with each distribution to the Servicer, the Seller, the Certificateholders, Certificateholders and the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) Agencies on the related Distribution Date. The Trustee Trust Administrator may fully rely upon and shall have no liability with respect to information provided by the Master Servicer. In the case of information furnished pursuant to subclauses (ii), (iiiix), (ivx) and (vixi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee Trust Administrator shall furnish to each Person who at any time during the calendar year was a Holder Certificateholder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses subclause (iii) and (ivxxiii) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee Trust Administrator shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee Trust Administrator to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee Trust Administrator shall deliver to each Person who at any time during the calendar year was a Class R CertificateholderTransferor, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R CertificateholderTransferor. Such obligation of the Trustee Trust Administrator shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person Trust Administrator pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (American General MRT Ln Asst BCKD Ps THR CRTS Sr 2003-1)

Statements. (a) Not later than 1:00 p.m., New York time, 12:00 noon California time on the fifth fourth Business Day prior to following the last day of each Distribution calendar month Date, the Master Servicer shall deliver to the Trustee by electronic means a computer file tape containing the loan level information necessary set forth on Exhibit M as to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below each Mortgage Loan as of the end of the preceding Prepayment Period or Due Period, as applicable, such Record Date and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution 12:00 noon California time on the Payment Date the Trustee shall prepare deliver to the Master Servicer, to the Certificate Insurer and to the Depositor, by telecopy, a statement (the “Remittance "Trustee's Report") containing the information set forth below with respect to such Distribution the succeeding Payment Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) the Group Available Funds and the Certificate Rate for each Class for the related Distribution DatePayment Date and each Group; (ii) the aggregate amount of Pass-Through Rate for the distribution to related Payment Date and each Class of Certificates on such Distribution DateClass A Certificates; (iii) the amount Certificate Balance for each Class of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover ShortfallA Certificates, and the amount Pool Balance as reported in the prior Trustee's Report pursuant to subclause (xiii) below, or, in the case of any the first Determination Date, the Initial Certificate Balance for each Class Interest Carryover Shortfall remainingof Class A Certificates and the Original Pool Balance with respect to each Group; (iv) with respect to each Group, the amount number and aggregate Principal Balances of all Mortgage Loans that were the distribution set forth in paragraph (i) above in respect subject of principal and Principal Prepayments during the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover ShortfallDue Period; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable with respect to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution DateGroup, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiiivi) with respect to each Group, the principal portion of all Monthly Payments received during the Due Period; (xivvii) with respect to each Group, the amount of interest portion of all Monthly Payments received on the Mortgage Loans during the Due PeriodLoans; (xvviii) with respect to each Group, the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xviix) the delinquency and foreclosure information set forth in the form attached hereto as Exhibit J; (x) the Principal Distribution Amount, with the components thereof stated separately, and the Interest Distribution Amount, stating separately the components of any Mortgage Loan Interest Shortfall, each with respect to the Payment Date and each Class of Class A Certificates; (xi) with respect to each Group, the amount of the Insured Payments, if any, to be made on the Payment Date; (xii) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certificateholders for the Distribution Payment Date; (xviixiii) the Certificate Balance of the Class A-1 and Class A-2 Certificates and the Pool Balance with respect to each Group after giving effect to the distribution to be made on the Payment Date; (xiv) with respect to each Group, the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due PeriodMortgage Interest Rate; (xviiixv) with respect to each Group, the Servicing Fee and the amount to be paid to the Certificate Insurer pursuant to Section 6.06; (xvi) with respect to each Group, the amount of all payments or reimbursements to the Servicer Master Servicer; (xvii) the Pool Factor for Class A-1 and Class A-2 after giving effect to the distribution to be made on the Payment Date, computed to six (6) decimal places; (xviii) with respect to each Group, the amount, if any, transferred from the Simple Interest Excess Sub-Account to the Certificate Account pursuant to Sections 3.03(ii) Section 6.02 and (vi) (as reported by from the Servicer)Spread Account to the Certificate Account pursuant to Section 6.11; (xix) the percentage of the Excess Spread used to determine the Monthly Excess Spread Amount, the Excess Spread and the Remainder Excess Spread Amount allocable to Reimbursable Amounts and Class R Certificateholders pursuant to Section 6.06(b), the Spread Account Excess and the allocation of the Spread Account Excess to Reimbursable Amounts, Monthly Advances and Class R Certificateholders pursuant to Section 6.11; (xx) the amounts which are reimbursable to the Master Servicer, pursuant to Sections 6.06(b)(xiii); (xxi) with respect to each Group, the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xxxxii) the amount of Liquidation Loan Losses experienced during amounts on deposit in the preceding Due Period Spread Account and the Cumulative Net Losses Simple Interest Excess Sub-Account and the monthly withdrawals therefrom as a percentage of the Cut-Off Date Pool Balance;to each Group; and (xxixxiii) as of the end of the preceding calendar monthwith respect to each Group, the number and Principal Balance of all Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of that were Liquidated Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding AccountPeriod. The Trustee shall make available forward such report to the Servicer, the Seller, the Certificateholders, the Rating AgenciesCertificate Insurer, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) the Master Servicer and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) to Moody's and S&P on the Distribution Payment Date. The Trustee may fully rely upon and shall upo▇ ▇▇▇ ▇hall have no liability with respect to information provided by the Master Servicer. To the extent that there are inconsistencies between the Trustee's Report received prior to the Payment Date and the Trustee's Report received on the Payment Date, the Master Servicer, the Depositor and the Certificate Insurer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (ivx) and (vixiii) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (ba) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular CertificateClass A Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iiivii) and (ivx) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (cb) On each Distribution Payment Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates Class A Certificateholders in respect of such Distribution Payment Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Payment Date together with such other information as the Trustee deems necessary or appropriate. (dc) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (d) Upon reasonable advance notice in writing, the Master Servicer will provide to each Class A Certificateholder which is a savings and loan association, bank or insurance company access to information and documentation regarding the Mortgage Loans sufficient to permit such Class A Certificateholders to comply with applicable regulations of the Federal Deposit Insurance Corporation or other regulatory authorities with respect to investment in the Class A Certificates. (e) The Master Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing)and to the Certificate Insurer, during the term of this Agreement, such periodic, special special, or other reports or information, whether or not provided for herein, as shall be necessary, reasonable reasonable, or appropriate with respect to the Certificateholder or the Certificate Insurer, as the case may be, or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder or the Certificate Insurer, as the case may be, may reasonably require; provided provided, that the Master Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder or the Certificate Insurer, as the case may be, for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files tapes furnished by the Master Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to S&P, Moody's, the Rating AgenciesCertificate Insurer's reinsurers, parent, regulators, ▇▇▇▇▇▇▇ty providers and auditors, provided that the Certificate Insurer shall attempt in good faith to cause such additional Persons to acknowledge in writing the foregoing restrictions, and in connection with the purposes and requirements of this Agreement. No Person entitled to receive copies of such reports or diskettes or files tapes or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller Originator or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Residential Asset Funding Corp)

Statements. a. Within fifteen (a15) Not later than 1:00 p.m.days of the date Buyer receives the audited financial statements of Buyer that include the operations of the Company for a period described in Section 2, New York timeabove, on the fifth Business Day prior to each Distribution Date, the Servicer Buyer shall deliver to the Trustee by electronic means Seller a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as statement setting forth in reasonable detail a calculation of the end of Company’s Organic EBITDA, together with reasonable supporting documentation therefor, for the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement applicable periods set forth in Section 2 (the “Remittance ReportStatement). The Statement shall become final and binding upon the parties on the fifteenth (15th) containing the information set forth below with respect Business Day following delivery thereof to such Distribution Date, which information Seller and shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) used in computing the amount of the distribution Earn-Out Payments, unless Seller delivers written notice of its disagreement with the Statement (“Notice of Earn-Out Disagreement”) to Buyer within fifteen (15) Business Days of the date of Seller’s receipt of the Statement, which Notice of Earn-Out Disagreement shall specify in reasonable detail Seller’s specific objections (including specific amounts, to the extent known) to the Statement together with reasonable supporting documentation therefor, including alternative calculations, schedules and spreadsheets. b. In the event Seller delivers a Notice of Earn-Out Disagreement in accordance with Section 3 of this Annex A, the Dispute Resolution Procedures set forth in paragraph (iSection 2.04(c) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth Agreement shall be followed in paragraph (i) above resolving any objections specified in respect such Notice of principal and Earn-Out Disagreement. The parties’ sole recourse in the amount thereof event of a dispute in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee Earn-Out Payments hereunder and the Trustee Fee (including requirements of this Annex A shall be limited to the separate amounts payable to each application of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information Dispute Resolution Procedures in accordance with this AgreementAnnex A, except that Buyer, the Company or Seller may initiate litigation in accordance with Section 8.10 of the Agreement solely to the extent it becomes necessary for such party to enforce the obligations of the other parties under this Annex A as determined by the Independent Accountant in accordance with the Dispute Resolution Procedures. The Trustee In the event it becomes necessary for any of Buyer, the Company or Seller to initiate litigation to enforce the obligations of the other parties under this Annex A as determined by the Independent Accountant in accordance with the Dispute Resolution Procedures, the party prevailing in the outcome of such litigation shall also be entitled to rely on but shall not be responsible for recover from the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report opposing party such prevailing party’s reasonable costs and may affix thereto any disclaimer it deems appropriate in its expenses associated with such litigation, including reasonable discretion (without suggesting liability on the part of any other party hereto)attorneys’ fees. (b) Within c. The parties acknowledge and agree that Buyer shall cause the Company to be managed and operated in good faith and in a reasonable period manner that is not intended to frustrate Seller’s ability to earn the Earn-Out Payments. For avoidance of time after the end of each calendar yeardoubt, the Trustee shall furnish to each Person who at any time during the calendar year was periods described in Section 2, above, Buyer shall not, and shall cause the Company to not, direct or redirect any business, including, but not limited to, any product or service line, currently engaged in or offered by the Company to Buyer, any current or future Affiliate of Buyer or Live Ventures, Inc., or to any third- party. Upon a Holder change-of-control of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary the Company or Buyer pursuant to provide to such Person a statement containing the information set forth in subclauses items (ii) or (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee definition of “Change-of-Control” as defined in the Promissory Note, Seller shall be deemed to have been satisfied automatically earned a final Earn-Out Payment in an amount equal to the extent that substantially comparable information shall be prepared and furnished amount determined by subtracting (a) the Trustee amount of Earn-Out Payments paid to Certificateholders pursuant Seller prior to any requirements the date of the Code as are Change- of-Control of the Company from (b) the maximum amount of potential of Earn-Out Payments described in force from time Section 2 of this Annex A, which amount Buyer shall pay to timeSeller in immediately available funds concurrent with the change-of-control of the Company or Buyer. (c) On each Distribution Date, the Trustee shall make available d. Subject to the Class R Certificateholders in foregoing, Buyer, including the same manner as Company, shall have discretion with respect to the Remittance Report is made available to all Certificateholders a copy operation of the reports forwarded to Company’s business, including (A) the Holders marketing, pricing and distribution of all of the Regular Certificates Company’s products and services, (B) the procurement of raw materials, supplies and services, and (C) the hiring and termination of employees, consultants, independent contractors and other advisors. Except as expressly provided herein, neither Buyer nor the Company shall owe any duty (fiduciary or otherwise) to Seller Parties in respect of such Distribution Date the Earn-Out Payments; provided, however, that neither Buyer nor the Company shall take any action in bad faith with the sole and a statement setting forth express intention of reducing the amounts actually distributed value of the Earn-Out Payments. Seller Parties further acknowledge and agree that the amount of the Earn-Out Payments is contingent on the performance of the business of the Company and there is no guaranteed minimum Earn-Out Payment under the Agreement or this Annex A. Seller and Seller Individual hereby agree that Buyer does not make any representation and expresses no opinion as to the Class R Certificateholders on such Distribution Date together with such other information as value of the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholderpotential Earn- Out Payments, if requested in writing by such Personany, such information as is reasonably necessary and all warranties (whether written or oral, express or implied) with respect to provide to such Person a statement containing the information provided pursuant or relating to the previous paragraph aggregated for such calendar year Earn-Out Payments are expressly excluded. Notwithstanding the other terms of this Annex A or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee Agreement, nothing contained in this Annex A or the Agreement shall be deemed to have been satisfied to preclude Seller Parties from (i) enforcing the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term terms of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes Section 3(d) and/or (ii) submitting a Notice of Earn-Out Disagreement based on a breach by Buyer of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainableSection 3(d). (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Stock Purchase Agreement (LIVE VENTURES Inc)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means and to the Certificate Insurer via e-mail at ▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvixxvii) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require. Not later than 4:00 p.m., New York time, three Business Days prior to each Distribution Date, the Trustee shall deliver to the Servicer, the Certificate Insurer and the Seller hereby agrees by telecopy, with a hard copy thereof to provide be delivered on the Trustee and succeeding Distribution Date, a confirmation of the Servicer with an amended Prepayment Charge Schedule, if required, at such timeitems in clause (i) below. Not later than each Distribution Date the Trustee shall prepare a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P CertificatesBIO, Class BIO P and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account[Reserved]; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (Certificates, other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) for each Pre-Funding Distribution Date, the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Initial Interest Coverage Account; and; (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account; and (xxvii) the amount of the Insured Payments, if any, to be made on such Distribution Date. The Trustee shall make available such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however, that the Trustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the telecopy of the Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s 's internet website. The Trustee’s 's internet website shall initially be located at "▇▇▇.▇▇▇▇▇▇▇.▇▇▇". Assistance in using the website can be obtained by calling the Trustee’s 's customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Home Equity Loan Trust 2000-4)

Statements. (a) Not later than 1:00 p.m.12:00 noon, New York City time, on the fifth Business Day prior to each Distribution Determination Date, the Servicer shall deliver to the Trustee by electronic means a computer file tape (or such other report in a form and format mutually agreeable to the Servicer and the Trustee) containing the loan level information necessary set forth in Exhibit E hereto as to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below each Mortgage Loan as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require. On the Business Day preceding the Distribution Date, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare deliver to the Servicer, the Depositor and to the Certificate Insurer, by telecopy, with a hard copy thereof to be delivered on such Distribution Date, a statement (the "Trustee's Remittance Report") (based solely on the information contained on the computer tape) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) The Available Funds and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) The Class A-1 Principal Balance, the aggregate amount Notional Principal Balance of the distribution to each Class A-2 Certificates, the Pool Principal Balance as reported in the prior Trustee's Remittance Report or, in the case of Certificates on such Distribution the first Determination Date, the Original Class A-1 Certificate Principal Balance and the Cut-Off Date Pool Principal Balance; (iii) the The aggregate amount of collections received on the distribution set forth in paragraph (i) above Mortgage Loans on or prior to such Determination Date in respect of interest and the amount thereof preceding Due Period, separately stating the amounts received in respect of any Class Interest Carryover Shortfall, principal and the amount of any Class Interest Carryover Shortfall remaininginterest; (iv) The number and Principal Balances of all Mortgage Loans that were the amount subject of Principal Prepayments during the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfallrelated Due Period; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the The amount of all Curtailments that were received during the Due Period; (xiiivi) the The principal portion of all Monthly Payments received during the Due Period; (xivvii) the The interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xvviii) The amount required to be paid by the Seller (reported separately) pursuant to Sections 2.02, 2.04 or 2.06; (ix) The amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination with respect to such Distribution Date; (xvix) the Certificate Rate on the Variable Rate Certificates and the Certificate Index; (xi) The Class A-1 Principal Distribution and the Class Interest Distribution for the related Distribution Date to be distributed on each Class of Class A Certificates; (xii) The amount, if any, of the Outstanding Class Interest Carryover Shortfall and Class A-1 Principal Shortfall Amount after giving effect to the distributions on the related Distribution Date; (xiii) The amount of the Insured Payments, if any, to be made on the related Distribution Date; (xiv) The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certificateholders for the related Distribution Date; (xviixv) The Class A-1 Principal Balance after giving effect to the distribution to be made on the related Distribution Date; (xvi) The weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities Inc)

Statements. (a) Not later than 1:00 p.m.11:00 a.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means and to the Certificate Insurer via e-mail at ▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, a computer file containing the loan level information necessary to permit called for by the Trustee to calculate the information required by applicable clauses (i) through (xxvixxvii) below as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require. Not later than 4:00 p.m., New York time, three Business Days prior to each Distribution Date, the Trustee shall deliver to the Servicer, , the Certificate Insurer and the Seller hereby agrees by telecopy, with a hard copy thereof to provide be delivered on the Trustee and succeeding Distribution Date, a confirmation of the Servicer with an amended Prepayment Charge Schedule, if required, at such timeitems in clause (i) below. Not later than each Distribution Date the Trustee shall prepare a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification or calculation thereof: (i) the Available Funds for each Certificate Group and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest for each Loan Group paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Loan Group Balance of each Loan Group and the Pool Balance Balance, in each case as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans in each Loan Group that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments in each Loan Group that were received during the Due Period; (xiii) the principal portion of all Monthly Payments in each Loan Group received during the Due Period; (xiv) the interest portion of all Monthly Payments in each Loan Group received on the Mortgage Loans during the Due Period; (xv) for each Certificate Group, the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P CertificatesP, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans in each Loan Group and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans in each Loan Group outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) for each Loan Group, as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 any LIBOR Carryover distributed and May 2004, the amount, if any, on deposit in the First Payment Loan Accountany remaining LIBOR Carryover; (xxiii) for each Loan Group, the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (in Certificate Group F, other than the Class A-IO IOF Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and each Class of Subordinate Certificates and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) for each Pre-Funding Distribution Date, the amount on deposit remaining in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Initial Coverage Account; and; (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Allocated Pre-Funding AccountFunded Amount; and (xxvii) the amount of the Insured Payments, if any, to be made on such Distribution Date. The Trustee shall make available forward such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however, that the Trustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the telecopy of the Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s 's internet websitewebsite and its fax-on-demand service. The Trustee’s 's fax-on-demand service may be accessed by calling (▇▇▇) ▇▇▇-▇▇▇▇. The Trustee's internet website shall initially be located at "▇▇▇.▇▇▇▇▇▇▇.▇▇▇". Assistance in using the website or the fax-on-demand service can be obtained by calling the Trustee’s 's customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons Trustee or and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller Certificate Insurer and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Corp /De/)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means and to the Certificate Insurer via e-mail at ▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvixxvii) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the each Class’ Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the each Pre-Funding Distribution Date in April 2004 and May 2004Date, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and[Reserved]; (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account; and (xxvii) the amount of the Insured Payments, if any, to be made on such Distribution Date. The Trustee shall make available such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however, that the Trustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons Trustee or and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Certificate Insurer, the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Renaissance Mort Accept Corp Home Eq Ln as Bk Cer Se 03 1)

Statements. (a) Not later than 1:00 p.m.12:00 noon, New York ---------- time, on the fifth Business Day prior to each Distribution Determination Date, the Master Servicer shall deliver to the Trustee by electronic means a computer file containing tape (or such other report in a form and format mutually agreeable to the loan level information necessary Master Servicer and the Trustee) as to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below each Mortgage Loan as of the end of the preceding Prepayment Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each 12:00 noon, New York time, on the Distribution Date Date, the Trustee shall prepare deliver to the Master Servicer and to the Certificate Insurer, by telecopy, with a hard copy thereof to be delivered on such Distribution Date, a statement (the "Trustee's Remittance Report") (based solely on the information contained on the computer tape) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) The Available Funds for each Certificate Group and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) The Class Principal Balance of each Class, the aggregate amount Pool Principal Balance and the Loan Group Principal Balance of the distribution to Mortgage Loans in each Loan Group as reported in the prior Trustee's Remittance Report or, in the case of the first Determination Date, the Original Class Principal Balance of Certificates on such Distribution Dateeach Class, the Cut-Off Date Pool Principal Balance and the Cut-Off Date Loan Group Principal Balance of the Mortgage Loans in each Loan Group; (iii) the The aggregate amount of collections received on the distribution set forth in paragraph (i) above Mortgage Loans on or prior to such Determination Date in respect of interest and the amount thereof preceding Due Period, separately stating the amounts received in respect of any Class Interest Carryover Shortfall, principal and the amount of any Class Interest Carryover Shortfall remaininginterest; (iv) The number and Principal Balances of all Mortgage Loans that were the amount subject of Principal Prepayments during the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover ShortfallDue Period; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the The amount of all Curtailments that were received during the Due Period; (xiiivi) the The principal portion of all Monthly Payments received during the Due Period; (xivvii) the The interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xvviii) The amount required to be paid by the Seller or Master Servicer (reported separately) pursuant to Sections 2.03, 2.06 or 3.01(j); (ix) The amount of the Monthly Advances and the amount of any Compensating Interest payment to be made on the Determination with respect to such Distri- bution Date; (xvix) The Class A Principal Distribution for each Certificate Group for the related Distribution Date, the Class Interest Distribution for the related Distribution Date to be distributed on each Class of Class A Certificates and any Net Funds Cap Carryover Amount to be distributed on the Class A-2 Certificates on the related Distribution Date; (xi) The amount, if any, of the Outstanding Class Interest Carryover Shortfall and Class A Principal Shortfall Amount for each Class after giving effect to the distributions on the related Distribution Date; (xii) The amount of the Insured Payments, if any, to be made on the related Distribution Date; (xiii) The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certif- icateholders for the related Distribution Date; (xviixiv) The Class Principal Balance for each Class after giving effect to the distribution to be made on the related Distribution Date; (xv) The weighted average remaining term to maturity of the Mortgage Loans in each Loan Group and the weighted average Loan Rate as of in each Loan Group; (a) The Master Servicing Fee to be paid to the first day of Master Servicer and (b) the related Due Periodamounts paid to the Certificate Insurer, separately stated, pursuant to Sections 5.01(a)(i)(4) and 5.01(a)(ii)(4) and the Reimbursement Amount to be paid to the Certificate Insurer pursuant to Section 5.01(a)(vi)(4); (xvii) The aggregate Premium Amount to be paid to the Certificate Insurer pursuant to Section 5.01; (xviii) the The amount of all payments or reimbursements to the Master Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer)Section 3.03; (xix) The Pool Factor for each Loan Group determined using the balances in subclause (xxiv) above, computed to six (6) decimal places; (xx) The O/C Amount, the O/C Reduction Amount, the Excess O/C Amount and the Specified O/C Amount for the Distribution Date and each Certificate Group and the Excess Spread for each related Loan Group for such Distribution Date; (xxi) The amount paid to Class R Certificateholders pursuant to Section 5.01(a)(vi)(7); (xxii) The amount of Distributable Excess Spread to be distributed to the Class A Certificateholders of each Class on such Distribution Date pursuant to Sections 5.01(a)(iv), 5.01(a)(v) and 5.01(a)(vi)(1), as applicable, on such Distribution Date; (xxiii) The number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xxxxiv) The Pool Principal Balance and the amount Loan Group Principal Balance for each Loan Group, each as of Liquidation Loan Losses experienced during the preceding end of the Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balancerelated to such Distribution Date; (xxixxv) Separately stated for each Loan Group, the number and aggregate Principal Balances of Mortgage Loans (w) as to which the Monthly Payment is delinquent for 30-59 days, 60-89 days and 90 or more days, respectively, (x) that have become REO Properties, in each case as of the end of the preceding calendar monthDue Period, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which y) that are in foreclosure; the number foreclosure and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiiiz) the number and aggregate Principal Balance Mortgagor of Mortgage Loans, other than Mortgage Loans in default which is the subject of any bankruptcy or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)insolvency proceeding; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, The unpaid principal amount of all Mortgage Loans that became Liquidated Mortgage Loans during such Due Period; (xxvii) The Net Liquidation Proceeds received during such Due Period; (xxviii) The book value (within the remaining amount meaning of 12 C.F.R. Section 571.13 or comparable provision) of any real estate acquired through foreclosure or grant of a deed in lieu of foreclosure; (xxix) For so long as the Pre-Funding Account. The Trustee shall make available such report to the Servicer, Master Servicer is the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section ' ratings of the report as a dollar amount for each Class for each $1 original dollar amount as long-term unsecured debt of the related Cut-Off Date. The Trustee will make the Remittance Report Seller (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable such information shall be prepared and furnished is provided to the Trustee by the Trustee to Certificateholders pursuant to any requirements of Certificate Insurer or the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writingMaster Servicer), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.and

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Provident Bank)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means and to the Certificate Insurer via e-mail at ▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvixxvii) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account[Reserved]; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (Certificates, other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) for each Pre-Funding Distribution Date, the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Initial Interest Coverage Account; and; (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account; and (xxvii) the amount of the Insured Payments, if any, to be made on such Distribution Date. The Trustee shall make available such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however, that the Trustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the telecopy of the Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s 's internet website. The Trustee’s 's internet website shall initially be located at "▇▇▇.▇▇▇▇▇▇▇.▇▇▇". Assistance in using the website can be obtained by calling the Trustee’s 's customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s 's internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Corp /De/)

Statements. Tenant shall furnish the following statements to Landlord: (a) Not later than 1:00 p.m.Tenant shall, New York timeas soon as available and in any event within one hundred twenty (120) days after the end of each Fiscal Year, on provide to Landlord annual audited financial statements of the fifth Business Day prior to each Distribution DateGuarantor and Tenant for such Fiscal Year, including therein the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below balance sheets of Guarantor and Tenant as of the end of the preceding Prepayment Period or Due Periodsuch Fiscal Year and statements of earnings and statements of cash flow of Guarantor and Tenant for such Fiscal Year, as applicable, in each case certified in a manner acceptable to Landlord by independent certified public accountants of recognized national standing selected by Guarantor and such other information as the Trustee shall reasonably require, and the Seller hereby agrees acceptable to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement Landlord (the “Remittance Report”) containing the information set forth below with respect to form of such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment certification to be made reasonably satisfactory to Landlord), prepared in accordance with GAAP, except as otherwise noted therein, on a basis consistent with prior periods and fairly presenting the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO financial condition of Guarantor and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and Tenant at the end of such Fiscal Year and the related Due Period;immediately preceding Fiscal Year and in comparative columnar form. (xxb) Tenant shall, as soon as available and in any event within forty-five (45) days after the amount end of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage each Quarter, provide to Landlord quarterly financial statements of the Cut-Off Date Pool Balance; (xxi) Tenant for such Quarter, including therein the balance sheets of Guarantor and Tenant as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreementssuch Quarter, and the amount statements of Net Rate Cap Carryover remaining earnings and statements of cash flow of Guarantor and Tenant for such Quarter, in each case certified in a manner acceptable to Landlord by such Class; (xxv) the amount on deposit entity’s chief accounting officer as being prepared in the Net Rate Cap Fundaccordance with GAAP, except as otherwise noted therein, and the amounts that such quarterly financial statements fairly present to financial condition of each deposit Guarantor and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount Tenant as of the related Cutend of such Quarter and year-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇to-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto)date. (bc) Within a reasonable period of time within thirty (30) days after the end of each calendar yearmonth of each Fiscal Year (including the twelfth month of each Fiscal Year), a “balance sheet” and statements of revenues and expenses for the Trustee shall furnish to each Person who at any time during Premises, all prepared by Tenant’s management in accordance with GAAP, but without footnotes, except as otherwise noted therein, on a basis consistent with prior periods, and fairly presenting the calendar year was a Holder financial condition of a Regular Certificate, if requested in writing by such Personthe Premises’ operation; without limiting the foregoing, such information as is reasonably necessary to provide to such Person statements shall include a statement containing the information set forth in subclauses (iii) table of Occupants by payor source and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with include such other information as the Trustee deems necessary or appropriatemay reasonably be requested by Landlord. (d) Within with the statements submitted pursuant to Subsections (a) and (b) of this Section, a reasonable period certificate signed on behalf of Tenant by the principal financial or accounting officer of Tenant to the effect that no Event of Default specified herein nor any event which, upon notice or with the passage of time after the end or both, would constitute such an Event of Default has occurred and is continuing, or, in each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholdercase, if requested in writing by any such PersonEvent of Default or event has occurred and is continuing, such information as is reasonably necessary to provide to such Person a statement containing specifying the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the nature and extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force.thereof; (e) The Servicer and the Trustee shall furnish to the Depositorsemi-annually, the Seller and each Certificateholder detailed rent rolls (if requested in writing)name, during the term term, rent, escalations, options) of this Agreementsubleases, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished certified by the Servicer pursuant to this Agreement shall be deemed confidential and principal financial or accounting officer of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.Tenant;

Appears in 1 contract

Sources: Lease (First Choice Healthcare Solutions, Inc.)

Statements. The Borrower shall deliver to Lender: (a) Not later than 1:00 p.m.as soon as available and in any event within 120 days after the end of each fiscal year of each of the Borrower and Reading & Bates the audited consolidated statements of operations, New York timest▇▇▇▇▇lders equity and cash flow of the Borrower and Reading & Bates, setting forth in each case in comparative form th▇ ▇▇▇responding figures for the preceding fiscal year, and accompanied by an opinion on such statements of an independent certified public accounting firm of recognized national standing acceptable to the fifth Business Day prior to each Distribution DateLender (such accountants being called herein Reporting Accountants ), which opinion shall state that such financial statements present fairly, in all material respects, the Servicer shall deliver to financial position of each of the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below Borrower and Reading & Bates as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably requireof, and the Seller hereby agrees respective results of operat▇▇▇▇ of each of the Borrower and Reading & Bates for, such fiscal year, in conformity with GAAP; (b) as soon as available and in any event within 2 Business Days after Borrower s receipt of the Lockbox bank account statement from the Lockbox Bank, the Monthly Statement and a list of all Drydocking Expenses paid in such month, with copies of all supporting documents, including the invoices for Drydocking Expenses; (c) promptly following the delivery thereof to provide the Trustee and Borrower or to the Servicer with an amended Prepayment Charge ScheduleBoard of Directors or management of the Borrower, if required, at a copy of any management letter or written report by independent public accountants addressed to the Board of Directors of the Borrower or any committee of any such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below board with respect to the financial condition, operations or business of the Borrower (except for such Distribution Dateletters or reports which relate only to tax planning for the Borrower); (d) promptly after the Borrower knows or has reason to know that any Default has occurred and is continuing, a notice of such Default, describing the same in reasonable detail; (e) promptly after delivery or receipt thereof, copies of all notices or documents given or received by the Borrower pursuant to any of the Transaction Documents concerning (i) any default or alleged default under, breach or alleged breach of, or the noncompliance with, any provision of any Transaction Document, (ii) any prospective inability to perform under any provision of any Transaction Document, (iii) any termination or attempted termination of any Transaction Document, (iv) any proposed amendment, supplement or other modification of any Transaction Document that under the Loan Documents requires the approval of Lender, or (v) any Force Majeure, in each case, which information shall might reasonably be based solely upon expected to have a material adverse effect on the loan level information furnished by Borrower; (f) promptly and in any event within five Business Days after the Servicer upon which existence of any of the Trustee shall conclusively rely without independent verification thereoffollowing conditions, a certificate of an authorized officer of the Borrower specifying in reasonable detail the nature of such condition and the Borrower s or other R&B Party s proposed response thereto: (i) Available Funds and the Certificate Rate for receipt by the Borrower after the date hereof of any communication (written or oral) from a Governmental Authority that alleges that any R&B Party is not in compliance with applicable environmental laws or Governmental Approvals which noncompliance could have a material adverse effect on the business, financial condition, operations or properties of the Borrower or the ability of the Borrower or any other R&B Party to perform its obligations in any material respect under each Class for the related Distribution Date; Transaction Document to which it is a party, (ii) the aggregate amount Borrower shall obtain actual knowledge that there exists any Environmental Loss pending or threatened against any other R&B Party which could have a material adverse effect on the business, financial condition, operations or properties of the distribution Borrower or the ability of the Borrower or any other R&B Party to perform its obligations in any material respect under each Class of Certificates on such Distribution Date; Transaction Document to which it is a party, or (iii) the amount Borrower obtains actual knowledge of any release, emission, discharge or disposal of any Hazardous Substance that could form the basis of any Environmental Loss against any other R&B Party which could have a material adverse effect on the business, financial condition, operations or properties of the distribution set forth Borrower or the ability of the Borrower or any other R&B Party to perform its obligations in paragraph (i) above any material respect under each Transaction Document to which it is a party. The Borrower will also maintain at the Vessel and make available for inspection by Lender and its agents and employees, accurate and complete records of all investigations, studies, sampling and testing conducted, and all material remedial actions taken, by the Borrower or, to its knowledge and to the extent obtained by the Borrower, by any Governmental Authority or other Person in respect of interest and Hazardous Substances on or affecting the amount thereof in respect Vessel; (g) within 30 days after the Borrower s fiscal quarter, the quarterly financial statements of the Borrower; and (h) concurrently with the delivery by a Company to a charterer under a Charter Agreement, a copy of any Class Interest Carryover Shortfallinvoice of fees due under such Charter Agreement (including the actual operating days in such period, the oil volume rate for such period, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest tariffs paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodianfor such period); (viii) within five Business Days of its execution, a copy of each Charter Agreement; and (j) from time to time such other information and reports regarding the Pool Balance as matters described above or otherwise concerning the Vessel or the financial condition, operations, business or properties of the close Borrower as the Lender may reasonably request. The Borrower will furnish to the Lender, at the time it furnishes each set of business on financial statements pursuant to paragraph (a) or (b) above, a certificate of its chief executive officer or chief financial officer to the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event that no Default has occurred and is continuing (or, if any Default has occurred and is continuing, describing the same in reasonable detail and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment action taken by or proposed to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported taken by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider Borrower with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party heretothereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Loan Agreement (Reading & Bates Corp)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means and to the Certificate Insurer via e-mail at [____________], a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvixxvii) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account[Reserved]; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (Certificates, other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) for each Pre-Funding Distribution Date, the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Initial Interest Coverage Account; and; (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account; and (xxvii) the amount of the Insured Payments, if any, to be made on such Distribution Date. The Trustee shall make available such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date; provided, however, that the Trustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the telecopy of the Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Renaissance Mortgage Acceptance Corp)

Statements. (a) Not No later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Determination Date, the Servicer shall deliver to the Trustee (and any FHA Claims Administrator), by electronic means a computer file containing facsimile, the loan level information necessary receipt and legibility of which shall be confirmed telephonically, and with hard copy thereof to permit be delivered no later than one (1) Business Day after such Determination Date, the Servicer's Monthly Remittance Report, setting forth the date of such Report (day, month and year), the Series designation of the Certificates (i.e. "Series 199__-__"), and the date of this Agreement. Furthermore, no later than each Determination Date, the Servicer shall deliver to the Trustee to calculate a magnetic tape or computer disk providing such information regarding the information required by clauses (i) through (xxvi) below as of Servicer's activities in servicing the end of Mortgage Loans during the preceding Prepayment related Due Period or Due Period, as applicable, and such other information as the Trustee shall may reasonably require. (b) On each Remittance Date, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date shall prepare and the Trustee shall prepare distribute a monthly statement (the “Remittance Report”"SERVICER'S MONTHLY STATEMENT") containing to the information set forth below with respect to such Distribution DateDepositor, which information shall be based solely upon the loan level information furnished by Certificateholders, the Servicer upon which Beneficial Owners (who have notified the Trustee shall conclusively rely without independent verification thereofby delivery of an Investment Letter to the Trustee), the Certificate Insurer, the Rating Agencies and any FHA Claims Administrator, stating the date of original issuance of the Certificates (day, month and year), the series designation of the Certificates (i.e. "Series 199__-__"), the date of this Agreement and the following information: (i) the Available Funds and the Certificate Rate for each Class Remittance Amount for the related Distribution Remittance Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates Certificates, exclusive of the Class R Certificates, and the Pool Principal Balance (including, until the Funding Period ends, the amount remaining in the Pre- Funding Account and the Capitalized Interest Account as of such Remittance Date) as of the first day of the related Due Period and after giving effect to payments distributions made to the Holders of such Certificates on such Remittance Date; (iii) the Class Pool Factor with respect to each Class of Certificates, exclusive of the Class R Certificates, then outstanding; (iv) the amount of principal and interest received on the Conventional Mortgage Loans and the Title I Mortgage Loans during the related Due Period; (v) the Principal Remittance Amount, the Interest Remittance Amount, the Interest Carry-Forward Amount, the Principal Carry-Forward Amount and the amount of any losses allocated to Certificateholders pursuant to Section 6.10, if any, with respect to each Class of Certificates, exclusive of the Class R Certificates, then outstanding; (vi) whether a Class R Distribution Trigger has occurred on such Remittance Date, and if so, the amount of any Excess Spread or any other amount to be distributed to the Class R Certificateholders on such Remittance Date; (vii) the Servicing Fees, the Trustee Fees, the Custodian Fees, the REMIC Administrative Fee, if any, the Certificate Insurer Premium and the amounts deposited to the FHA Insurance Premium Deposit Amount; (viii) the FHA Insurance Amount before and after such Remittance Date, and the aggregate number of FHA Claims submitted, the aggregate principal abovebalance of all the Mortgage Loans relating to FHA Claims finally rejected by the FHA and the amount of FHA Insurance Proceeds received, in each case, during the related Due Period, and the cumulative amount of FHA Insurance Proceeds received since the Closing Date; (ix) the Class A Overcollateralization Amount on such Remittance Date, the Required Class A Overcollateralization Level as of such Remittance Date, the Net Loan Losses incurred during the related Due Period and the Required Overcollateralization Amount cumulative Net Loan Losses as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Remittance Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing the weighted average maturity of the Conventional Mortgage Loans and the calculation thereofTitle I Mortgage Loans and the weighted average Mortgage Loan Interest Rate of the Conventional Mortgage Loans and the Title I Mortgage Loans; (xi) certain performance information, including delinquency and foreclosure information with respect to the aggregate amount of Principal Prepayments received during Conventional Mortgage Loans and the related Prepayment PeriodTitle I Mortgage Loans, as set forth in the Servicer's Monthly Remittance Report; (xii) the amount of all Curtailments that were received during any Guaranteed Payment included in the Due Periodamounts distributed on such Remittance Date; (xiii) as identified with respect to the principal portion applicable Class of all Monthly Payments received during Insured Certificates, the Due Periodamount of any Certificate Insurer Reimbursement Amount to be distributed to the Certificate Insurer on such Remittance Date and the amount of any Certificate Insurer Reimbursement Amount remaining unsatisfied following such distribution; (xiv) the interest portion number of and aggregate Principal Balance of all Monthly Payments received on the Mortgage Loans during the Due Period; in foreclosure proceedings (other than any Mortgage Loans described in clause (xv)) and the amount percent of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed aggregate Principal Balances of such Mortgage Loans to the Class P Certificatesaggregate Principal Balances of all Mortgage Loans, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity all as of the Mortgage Loans and the weighted average Loan Rate as close of business on the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xixxv) the number of and the aggregate Principal Balance of the Mortgage Loans outstanding at in bankruptcy proceedings (other than any Mortgage Loans described in clause (xiv)) and the beginning and at percent of the end aggregate Principal Balances of such Mortgage Loans to the aggregate Principal Balances of all Mortgage Loans, all as of the close of business on the first day of the related Due Period; (xxxvi) the amount number of Liquidation Loan Losses experienced during REO Properties, the preceding Due Period aggregate Principal Balance of the related Mortgage Loans, the book value of such REO Properties and the Cumulative Net Losses as a percentage percent of the Cut-Off Date Pool Balanceaggregate Principal Balances of such Mortgage Loans to the aggregate Principal Balances of all Mortgage Loans, all as of the close of business on the first day of the related Due Period; (xxixvii) as of the end of the preceding calendar month, the number and aggregate Principal Balance of Mortgage Loans which are 30-59 days delinquent; that became Defaulted Mortgage Loans and the number and aggregate Principal Balance of Mortgage Loans which are 60-89 days delinquentthat became Liquidated Mortgage Loans during the related Due Period; and (xviii) the number and cumulative aggregate Principal Balance of Mortgage Loans which are 90 or more days delinquent (including that became Defaulted Mortgage Loans and the number and cumulative aggregate Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of that became Liquidated Mortgage Loans in bankruptcy; and from the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for Closing Date through the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified most current Due Period. All reports prepared by the Servicer during of the related Due Period (as reported withdrawals from and deposits in the Collection Account will be based in whole or in part upon the information provided to the Trustee by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to such information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (bc) Within a reasonable period of time after the end of each calendar year, the Servicer shall prepare and the Trustee shall furnish distribute to each Person who at any time during the calendar year was a Holder Certificateholder, exclusive of a Regular Certificate, if requested in writing by such Personthe Class R Certificateholders, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iiib)(iv) and (ivv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished provided by the Servicer to the Trustee to or the Certificateholders pursuant to any requirements of the Code as are in force from time to time. (cd) On each Distribution Remittance Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Class A Certificates and the Class B Certificates in respect of such Distribution Remittance Date and a statement setting forth the amounts actually distributed to the such Class R Certificateholders on such Distribution Date Remittance Date, together with such other information as the Trustee deems necessary or appropriate. (de) Within a reasonable period of time after the end of each calendar year, the Servicer shall prepare and the Trustee shall deliver distribute to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared provided by the Tax Matters Persons and furnished Servicer to Certificateholders by the Trustee or Tax Matters Person and then to the Certificateholders pursuant to any requirements of the Code as are in force from time to time in forcetime. (ef) Upon reasonable advance notice in writing, the Servicer will provide to each holder of a Class A Certificate or a Class B Certificate which is a savings and loan association, bank or insurance company access to information and documentation regarding the Mortgage Loans sufficient to permit such Certificateholder to comply with applicable regulations of the FDIC or other regulatory authorities with respect to investment in such Certificates. (g) The Servicer and the Trustee or its agent shall furnish to the DepositorTrustee, the Seller and who in turn shall forward to each Certificateholder (if requested in writing)Certificateholder, during the term of this Agreement, such periodic, special special, or other reports, including information tax returns or reports required with respect to the Certificates, including Internal Revenue Service Forms 1099 and (if instructed in writing by the Depositor on the basis of the advice of legal counsel) Form 1066, Schedule Q and other similar reports that are required to be filed by the Servicer or informationits agent and the Class R Certificateholders, whether or not provided for herein, as shall be necessary, reasonable reasonable, or appropriate with respect to the Certificateholder Certificateholder, or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that . (h) Reports and computer tapes furnished by the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to in connection with the extent required by law or to the Rating Agenciespurposes and requirements of this Agreement. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders tapes shall use the information therein for the purpose of soliciting the customers of the Seller Depositor or the Servicer or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Remodelers Investment Corp)

Statements. (a) Not No later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Determination Date, the Servicer shall deliver to the Indenture Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through a printed report setting forth the payments and collections received with respect to the Loans during the Due Period for the month immediately preceding the month in which such Determination Date occurs (xxvieach such tape, a "Servicer Remittance Report") below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and (ii),if not included in the Servicer with Remittance Report, a printed report and an amended Prepayment Charge Scheduleelectromagnetic tape in computer readable format, if requiredsetting forth the information described in clauses (A) --(I) of Section 6.1(b) for the month immediately preceding the month in which such Determination Date occurs (such report, at such timea "Delinquency Report"). Not Furthermore, no later than each Determination Date, the Servicer shall deliver to the Indenture Trustee a magnetic tape or computer disk providing such information regarding the Servicer's activities in servicing the Loans during the related Due Period as the Indenture Trustee may reasonably require. (b) On each Distribution Date the Date, Indenture Trustee shall prepare distribute, based on information provided by the Servicer, a monthly statement (the “Remittance Report”) containing "Distribution Statement"), to the information set forth below with respect to such Distribution DateDepositor, which information shall be based solely upon the loan level information furnished by Securityholders and the Servicer upon which Rating Agencies, stating the Trustee shall conclusively rely without independent verification thereofdate of original issuance of the Securities (day, month and year), the name of the Issuer (i.e. "_______________ Trust ____________"), the series designation of the Notes (i.e., "Series ___________"), the date of this Agreement and the following information: (i) the Available Funds Collection Amount and the Certificate Rate for each Class Available Distribution Amount for the related Distribution Date; (ii) the aggregate amount Class Principal Balance of the distribution to each Class of Certificates Notes before and after giving effect to distributions made to the holders of such Securities on such Distribution Date, and the Pool Principal Balance as of the first and last day of the related Due Period; (iii) the amount Class Factor with respect to each Class of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remainingSecurities then outstanding; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and interest received on the amount thereof in respect of Loans during the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfallrelated Due Period; (v) with respect to each Class of Notes, the amount of Excess Interest paid as principalOptimal Principal Balance thereof; (vi) the Servicing Fee Overcollateralization Deficiency Amount, and any amount to be distributed to the Trustee Fee (including Noteholders or the separate amounts payable to each holders of the Trustee and its Custodian)Residual Interests on such Distribution Date; (vii) the Pool Servicing Compensation, the Indenture Trustee Fee, the Owner Trustee Fee and the Custodial Fee for such Distribution Date; (viii) the Overcollateralization Amount on such Distribution Date, the Overcollateralization Target Amount as of such Distribution Date, the Net Loan Losses incurred during the related Due Period, the cumulative Net Loan Losses as of such Distribution Date and Allocable Loss Amount for such Distribution Date; (ix) the weighted average maturity of the Loans and the weighted average Loan Interest Rate of the Loans; (x) certain performance information, including delinquency and foreclosure information with respect to the Loans, as set forth in the Servicer's Monthly Remittance Report; and (xi) the Pre-Funding Amount at the end of the related Due Period. In addition, on each Distribution Date the Indenture Trustee shall distribute to each Securityholder, together with the information described above, the following information based solely upon information provided to the Indenture Trustee pursuant to Section 6.1(a) upon which the Indenture Trustee may conclusively rely without independent verification: (A) the number and aggregate Principal Balance (including the percentage equivalent relative to the aggregate Principal Balance of all Loans) of Loans (i) 30-59 days delinquent, (ii) 60-89 days delinquent and (iii) 90 days or more delinquent (which statistics shall include Loans in foreclosure and bankruptcy but which shall exclude Foreclosure Properties), as of the close of business on the last day of the calendar month next preceding Due Periodsuch Distribution Date and the aggregate Principal Balances of all Loans as of such date; (viiiB) the Class number of, and aggregate Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; of, all Loans in foreclosure proceedings (ixother than any Loans described in clause (C)) the Overcollateralization Amount and the Required Overcollateralization Amount percent of the aggregate Principal Balances of such Loans to the aggregate Principal Balances of all Loans, all as of the close of business on the Distribution Date, after giving effect to distributions last day of principal on the calendar month next preceding such Distribution Date; (xC) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing the number of, and the calculation thereof; aggregate Principal Balance of, the related Loans in bankruptcy proceedings (xiother than any Loans described in clause (B)) and the percent of the aggregate amount Principal Balances of such Loans to the aggregate Principal Prepayments received during the related Prepayment Period; (xii) the amount Balances of all Curtailments that were received during Loans, all as of the Due Period; (xiii) the principal portion close of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received business on the Mortgage Loans during the Due Period; (xv) the amount last day of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the calendar month next preceding such Distribution Date; (xviiD) the weighted average remaining term to maturity number of Foreclosure Properties, the aggregate Principal Balances of the Mortgage Loans related Loans, the book value of such Foreclosure Properties and the weighted average Loan Rate percent of the aggregate Principal Balances of such Loans to the aggregate Principal Balances of all Loans, all as of the first close of business on the last day of the calendar month next preceding such Distribution Date; (E) for each Foreclosure Property, the Principal Balance of the related Loan, the loan number of such Loan, the value of the Mortgaged Property, the value established by any new appraisal, the estimated cost of disposing of the Loan and the amount of any unreimbursed Servicing Advances; (F) for each Loan which is in foreclosure, the Principal Balance of such Loan, the book value of the Mortgaged Property, the combined loan-to-value ratio as of the date of origination, the combined loan-to-value ratio as of the close of business on the last day of the calendar month next preceding such Distribution Date and the last paid-to-date; (G) the principal balance of each Loan that was modified or extended pursuant to the terms hereof; (H) during the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) , the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance and the loan numbers of Mortgage Loans for each of the following: (A) that became Liquidated Loans, other than Mortgage (B) that became Defective Loans pursuant to Section 3.5 as a result of such Defective Loans being Defective Loans, and (C) that became Defaulted Loans; (I) from the Closing Date through the most current Due Period, the number of and cumulative aggregate Principal Balance of Loans for each of the following: (A) that became Liquidated Loans, (B) that became Defective Loans pursuant to Section 3.5 as a result of such Deleted Home loans being Defective Loans, and (C) that became Defective Loans pursuant to Section 3.5 as a result of such Defective Loans being Defaulted Loans or a Loan in default or imminent default, that were modified including the foregoing amounts by the Servicer during the related Due Period loan type (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.i.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Residential Asset Funding Corp)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Master Servicer and the Trustee by electronic means and to the Certificate Insurer via e-mail at rmgtapes@fsa.com, a computer file containing the loan co▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇n level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvixxv) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require. Not later than 4:00 p.m., New York time, three Business Days prior to each Distribution Date, the Trustee shall deliver to the Depositor, the Servicer, the Master Servicer, the Certificate Insurer and the Seller hereby agrees by telecopy, with a hard copy thereof to provide be delivered on the Trustee and succeeding Distribution Date, a confirmation of the Servicer with an amended Prepayment Charge Schedule, if required, at such timeitems in clause (i) below. Not later than each Distribution Date the Trustee shall prepare a statement (the "Remittance Report") containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the each Class' Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principalprincipal and the allocation thereof among the classes of Certificates; (vi) the Servicing Fee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian)Reimbursement Amount; (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount, the Required Overcollateralization Amount and the Subordination Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount number and Principal Balances of all Mortgage Loans that were the subject of Principal Prepayments received during the related Prepayment Due Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination included in Available Funds for such Distribution Date; (xvi) the amount to be distributed to the Class P CertificatesBIO, Class BIO P and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Periodmonth prior to the Distribution Date; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquentDelinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquentDelinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent Delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account[Reserved]; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)Period; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (Certificates, other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class;; and (xxv) the amount of the Insured Payments, if any, to be made on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Master Servicer, the Servicer, the Seller, the Depositor, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇499 Park Avenue, ▇▇▇ ▇▇▇▇New York, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇New York ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇: ▇▇▇▇ ▇▇▇▇▇▇) ▇▇▇ ▇▇▇▇▇ Solutions (at ▇▇ ▇▇▇▇▇▇▇d Circle, Needham, Massach▇▇▇▇▇▇ ▇▇▇▇▇, Attention▇▇▇▇▇▇▇▇▇: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on ▇▇ ▇▇▇ Distribution ▇▇▇▇; ▇▇▇▇▇▇▇▇, however, that the Distribution DateTrustee shall remove from the report the Premium Amount to be paid to the Certificate Insurer prior to the submission to Bloomberg and Intex Solutions. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the telecopy of the Remittance Report and the hard copy thereof, the Servicer may rely upon the latter. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders Certificateholders, and the parties to this Agreement via the Trustee’s 's internet website. The Trustee’s 's internet website shall initially be located at "www.ctslink.com". Assistance in usin▇ ▇▇▇.▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can an be obtained by calling the Trustee’s 's customer service desk at (▇▇▇301) ▇▇▇815-▇▇▇▇6600. Parties that are unable to use the una▇▇▇ ▇▇ ▇▇▇ ▇▇▇ above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available forward to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons Trustee or and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Master Servicer, the Servicer and the Trustee shall furnish to the Certificate Insurer, the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided PROVIDED that the Master Servicer, the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Master Servicer or the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Financial Asset Se Cp Soundview Hm Eq Ln as Bk Cer Se 2001-1)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means reasonably acceptable to the Trustee and to the Certificate Insurer via e-mail at ▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds for each Loan Group and in the aggregate and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the aggregate amount of the Servicing Fee Fee, the Trustee Fee, the Premium Amount and the Trustee Fee (including the separate amounts payable to Reimbursement Amount, in each of the Trustee and its Custodian)case by Loan Group; (vii) the Pool Balance and the aggregate Principal Balances of the Mortgage Loans in each Loan Group as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment PeriodPeriod for each Loan Group; (xii) the amount of all Curtailments that were received during the Due PeriodPeriod for each Loan Group; (xiii) the principal portion of all Monthly Payments received during the Due PeriodPeriod for each Loan Group; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due PeriodPeriod for each Loan Group; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination DateDate for each Loan Group; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due PeriodPeriod for each Loan Group; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due PeriodPeriod for each Loan Group; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool BalanceBalance for each Loan Group; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth)) for each Loan Group; (xxii) for the Distribution Date in April 2004 amount of the Insured Payments and May 2004, the amountSubordination Deficit, if any, to be made on deposit in such Distribution Date; the First Payment Loan Accountcumulative amount of Subordination Deficits paid by the Certificate Insurer; and the Group I Parity Amount for such Distribution Date; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer)) for each Loan Group; (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class;; and (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificate Insurer, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller Seller, the Certificate Insurer and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or informationinformation for which the Trustee has the necessary information to prepare such report and in a format acceptable to the Trustee, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by the Depositor, the Seller, the Certificate Insurer or such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Renaissance Home Equity Loan Trust 2004-2)

Statements. (a) Not No later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Determination Date, ---------- the Servicer shall deliver to the Indenture Trustee by electronic means a magnetic tape or computer file containing disk providing such information regarding the loan level information necessary Servicer's activities in servicing the Home Loans during the related Due Period as the Indenture Trustee may reasonably require. (1) Subject to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as modification of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and Servicer's Monthly Statement by the Servicer with an amended Prepayment Charge Schedulethe prior written consent of the Majority Securityholders and the Indenture Trustee, if required, at such time. Not no later than three (3) Business Days before each Distribution Date Payment Date, the Servicer shall prepare and the Indenture Trustee shall prepare distribute a monthly statement (the “Remittance Report”) containing the information set forth below "Servicer's Monthly Statement", with respect to such Distribution Payment Date) to the Seller, which information shall be based solely upon the loan level information furnished by Securityholders and each Rating Agency, stating the Servicer upon which date of original issuance of the Trustee shall conclusively rely without independent verification thereofSecurities (day, month and year), the name of the Issuer (i.e., "FIRSTPLUS Home Loan Owner Trust 1998-1"), the series designation of the Securities (i.e., "Series 1998-1"), the date of this Agreement and the following information: (i) the Available Funds Collection Amount, the Regular Payment Amount and the Certificate Rate for each Class Excess Spread for the related Distribution Payment Date; (ii) the aggregate amount of amount, if any, on deposit in the distribution to each Class of Certificates Pre-Funding Account on such Distribution Payment Date; (iii) the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates Securities (and the Component Principal Balance or Component Notional Balance, as applicable, of the Components of the Residual Interest Certificate), and the Pool Principal Balance as of the first day of the related Due Period and after giving effect to payments allocated and distributions made to the holders of such Securities on such Payment Date; (iv) the Class Pool Factor with respect to each Class of Securities then outstanding; (v) the amount of principal aboveand interest received on the Home Loans during the related Due Period; (vi) the amount, if any, of the Overcollateralization Surplus; (vii) the Servicing Compensation for such Payment Date; (viii) the Overcollateralization Amount with respect to such Payment Date, the Required Overcollateralization Amount as of such Payment Date, the Net Loan Losses incurred during the related Due Period and the cumulative Net Loan Losses with respect to such Payment Date; (ix) the Overcollateralization Amount amount, if any, paid on such Payment Date to each Class of Subordinate Securities in respect of Deferred Amounts; (x) with respect to each Class of Subordinate Securities and the Required Overcollateralization B-1 and B-2 Components of the Residual Interest Certificate, the amount of any applicable Deferred Amounts remaining unreimbursed after giving effect to payments made on such Payment Date; (xi) the weighted average maturity of the Home Loans and the weighted average Home Loan Interest Rate of the Home Loans each as of such Payment Date; (xii) certain performance information, including delinquency and foreclosure information with respect to the Home Loans, as set forth in the Servicer's Monthly Remittance Report; (xiii) the amount of any Servicing Advance Reimbursement Amount to be paid to the Servicer on such Payment Date, and the amount of any Servicing Advance Reimbursement Amount remaining unpaid following such payment; (xiv) the number of and aggregate Principal Balance of all Home Loans in foreclosure proceedings (other than any Home Loans described in clause (xvi)) and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xv) the number of and the aggregate Principal Balance of the Home Loans in bankruptcy proceedings (other than any Home Loans described in clause (xvii)) and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the first day of the related Due Period; (xvi) the number of Foreclosure Properties, the aggregate Principal Balance of the related Home Loans, the book value of such Foreclosure Properties and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the first day of the related Due Period; (xvii) during the related Due Period, the aggregate Principal Balance of Home Loans for each of the following: (A) that became Liquidated Home Loans, (B) that became Deleted Home Loans pursuant to Section 3.05 as a result of such Deleted Home Loans being Defective Home Loans, and (C) that became Deleted Home Loans pursuant to Section 3.05 as a result of such Deleted Home Loans being Liquidated Home Loans or a Home Loan in foreclosure, default or imminent default, including the foregoing amounts by loan type; (xviii) from the amount Closing Date through the most current Due Period, the cumulative aggregate Principal Balance of all payments or reimbursements to Home Loans for each of the Servicer following: (A) that became Liquidated Home Loans, and (B) that became Deleted Home Loans pursuant to Sections 3.03(ii) and (vi) (Section 3.05 as reported by the Servicer)a result of such Deleted Home Loans being in foreclosure, default or imminent default; (xix) the number of Mortgage scheduled principal payments and the principal prepayments received with respect to the Home Loans outstanding at the beginning and at the end of during the related Due Period; (xx) the amount number of Liquidation Loan Losses experienced and aggregate principal balance of all Home Loans (both during the preceding related Due Period and in aggregate since the Cumulative Net Losses as a percentage of the Cut-Off Date Pool BalanceClosing Date) repurchased or substituted pursuant to Sections 2.06, 3.05 or 4.02; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Home Loans which are 30-59 days delinquentremaining in the Home Loan Pool; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth);and (xxii) for such other information as may be reasonably requested by the Distribution Date in April 2004 and May 2004Indenture Trustee. (2) No later than three (3) Business Days before each Payment Date, the amount, if any, on deposit in Servicer shall prepare and distribute to the First Payment Loan Account; (xxiii) Seller and each Rating Agency a monthly statement that includes the number and cumulative aggregate Principal Balance of Mortgage Home Loans that became Deleted Home Loans pursuant to Section 3.05(c) as a result of such Deleted Home Loans being Defective Home Loans, other from the Closing Date through the most current Due Period. (3) No later than Mortgage seven days following a repurchase or substitution pursuant to Sections 2.06, 3.05 or 4.02, the Servicer shall notify each Rating Agency of the aggregate principal balances of the Home Loans in default repurchased or imminent default, that were modified substituted and (if applicable) the relevant Substitution Adjustment. All reports prepared by the Servicer during of the related Due Period (as reported withdrawals from and deposits in the Collection Account will be based in whole or in part upon the information provided to the Indenture Trustee by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Indenture Trustee may fully rely upon and shall have no liability with respect to such information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (bc) Within a reasonable period of time after the end of each calendar year, the Servicer shall prepare and direct the Indenture Trustee shall furnish to distribute to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such PersonSecurityholder, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iiib)(iv) and (ivv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a CertificateholderSecurityholder. Such obligation of the Indenture Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished provided by the Trustee Servicer to Certificateholders the Securityholders pursuant to any requirements of the Code as are in force from time to time. (cd) On each Distribution Payment Date, the Indenture Trustee shall make available forward to DTC and to the Class R Certificateholders in holder of the same manner as the Remittance Report is made available to all Certificateholders Residual Interest Certificate a copy of the reports forwarded to the Holders of the Regular Certificates Servicer's Monthly Statement in respect of such Distribution Payment Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders holder of the Residual Interest Certificate on such Distribution Date Payment Date, together with such other information as the Indenture Trustee deems necessary or appropriate. (de) Within a reasonable period of time after the end of each calendar year, the Servicer shall prepare and direct the Indenture Trustee shall deliver to distribute to each Person who at any time during the calendar year was a Class R Certificateholderthe holder of the Residual Interest Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholderthe holder of the Residual Interest Certificate. Such obligation of the Indenture Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared provided by the Tax Matters Persons and furnished Servicer to Certificateholders by the Trustee or Tax Matters Person holder of the Residual Interest Certificate pursuant to any requirements of the Code as are in force from time to time in forcetime. (ef) Upon reasonable advance notice in writing, the Servicer will provide to each Securityholder which is a savings and loan association, bank or insurance company access to information and documentation regarding the Home Loans sufficient to permit such Securityholder to comply with applicable regulations of the FDIC or other regulatory authorities with respect to investment in such Securities. (g) The Servicer and the Trustee or its agent shall furnish to the DepositorIndenture Trustee, the Seller and who in turn shall forward to each Certificateholder (if requested in writing)Securityholder, during the term of this Agreement, such periodic, special special, or other reports, including information tax returns or reports required with respect to the Securities, including Internal Revenue Service Forms 1099 and (if instructed in writing by the Seller on the basis of the advice of legal counsel) and other similar reports that are required to be filed by the Servicer or informationits agent and the holder of Residual Interest Certificate, whether or not provided for herein, as shall be necessary, reasonable reasonable, or appropriate with respect to the Certificateholder Securityholders or the holders of the Residual Interest Certificate, or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder Securityholders may reasonably require; provided that . (h) Reports and computer tapes furnished by the Servicer and the Indenture Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to in connection with the extent required by law or to the Rating Agenciespurposes and requirements of this Agreement. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders tapes shall use the information therein for the purpose of soliciting the customers of the Seller or the Servicer or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Firstplus Investment Corp)

Statements. (a) Not later than 1:00 p.m., New York time, 12:00 noon California time on the fifth fourth Business Day prior to each Distribution Datefollowing the last day of a Due Period, the Servicer shall deliver to the Trustee by electronic means a computer file tape containing the loan level information necessary set forth on Exhibit D as to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below each Mortgage Loan as of the end of the preceding Prepayment such Due Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date 12:00 noon California time on the Determination Date, the Trustee shall prepare make available to the Servicer, the Depositor and to the Certificate Insurer by telecopy, and on the Distribution Date via its website, a statement (the “Trustee’s Remittance Report”) containing the information set forth below (to the extent any such information to be delivered by the Servicer pursuant to the first sentence of this Section 5.01(a) has been so delivered) with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) The Available Funds and the Class A Certificate Rate for each Class for the related Distribution Date; (ii) The Class A Principal Balance and the aggregate amount Aggregate Principal Balance of the distribution Mortgage Loans as reported in the prior Trustee’s Remittance Report pursuant to each subclause (xii) below, or, in the case of the first Determination Date, the Original Class A Certificate Balance and the related Cut-Off Date Principal Balance of Certificates on such Distribution Datethe Mortgage Loans; (iii) the amount The number and Principal Balances of all Mortgage Loans and of the distribution set forth in paragraph (i) above in respect Mortgage Loans, that were the subject of interest and Principal Prepayments during the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remainingDue Period; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the The amount of all Curtailments that were received during the Due Period; (xiiiv) the The principal portion of all Monthly Payments received during the Due Period; (xivvi) the The amount of interest portion of all Monthly Payments received on the Mortgage Loans during the Due PeriodLoans; (xvvii) the The amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xviviii) The delinquency and foreclosure information set forth in the form attached hereto as Exhibit L; (ix) The Remittance Amount for the Class A Certificates for the Distribution Date with the components thereof stated separately; (x) The amount of the Insured Amounts, if any, to be paid on the Distribution Date; (xi) The amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively Certificateholders for the Distribution Date; (xviixii) The Class A Principal Balance and the Aggregate Principal Balance of the Mortgage Loans, each after giving effect to the distribution to be made on the Distribution Date; (xiii) The weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due PeriodRate; (xviiixiv) The Servicing Fee, the Trustee Fee and the amount to be paid to the Certificate Insurer pursuant to Section 5.01; (xv) The amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(iiSection 3.03; (xvi) The Pool Factor determined using the balances in subclause (ii) above; (xvii) The amount, if any, transferred from the Spread Account to the Distribution Account pursuant to Section 4.01; (xviii) The percentage of the Excess Spread used to determine the Monthly Excess Spread Amount, the Spread Account Excess and (vi) (as reported by the Servicer)allocation of the Spread Account Excess to Reimbursable Amounts, Monthly Advances and Class R Certificateholders pursuant to Section 4.01; (xix) The amounts which are reimbursable to the Servicer or the Seller, as appropriate, pursuant to Section 5.01(a)(iv) and the amount paid to Class R Certificateholders pursuant to Section 5.01(a)(viii); (xx) The number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xxxxi) The amount on deposit in the Spread Account after the Distribution Date; (xxii) The amount of Liquidation Loan Losses losses experienced on the Mortgage Loans during the preceding Due Period and the Cumulative Net Losses cumulative losses for the Mortgage Loans as a percentage of the related Cut-Off Date Pool Principal Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the The amount of Net Rate Class A Available Funds Cap Carryover Carryforward distributed to each Class of Offered Certificates (other than the Class A-IO Certificates)A Certificates from the Basis Risk Reserve Fund, stating separately any amounts received from the cap provider Corridor Contract Counterparty with respect to the Interest Rate Cap Agreements, Corridor Contract and the amount of Net Rate Class A Available Funds Cap Carryover Carryforward remaining if any; (xxiv) The amount on deposit in the Basis Risk Reserve Fund, the Required Basis Risk Reserve Fund Deposit and the amount of any withdrawal from such Account for each such Classthe Distribution Date distributed to the Class R Certificates; (xxv) The amount of Class Interest Carryover Shortfall relating to the Class A Certificates, stating the amount that is allocable to such Class and the amount allocable to interest and principal; (xxvi) Whether a Servicer Termination Delinquency Event or a Servicer Termination Loss Event has occurred and specifying the details thereof; (xxvii) During the Funding Period, the amount used to acquire Subsequent Mortgage Loans since the preceding Distribution Date and the remaining Pre-Funded Amount after acquiring Subsequent Mortgage Loans; and (xxviii) During the Funding Period, the amount on deposit in the Net Rate Cap Fund, Capitalized Interest Account after the Distribution Date and the amounts of each deposit and withdrawal from Capitalized Interest Required Amount for such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report available to the Servicer, the SellerDepositor, the Certificateholders, the Certificate Insurer, the Rating Agencies, Agencies and Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (on its internet website located at ▇▇ ▇▇▇▇▇▇▇▇ ://▇▇▇▇▇▇, ▇▇▇▇▇▇▇, .▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇.▇▇▇/invr” on the related Distribution Date. Assistance in using the website can be obtained by calling the Trustee’s investor relations desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution method are entitled to have a paper copy mailed to them via first class mail by calling the investor relations desk and indicating such. In addition, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) together with such report, the Trustee shall forward to Bloomberg a copy of the computer tape delivered by the Servicer on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. To the extent that there are inconsistencies between the copy of the Trustee’s Remittance Report posted on its website and the hard copy issued upon request (pursuant to the preceding paragraph) thereof, the Servicer may rely upon the former. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (viix) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 1,000 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Lehman Home Equity Loan Trust 2004-3)

Statements. (a) Not No later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Determination Date, the Servicer shall deliver to the Indenture Trustee by electronic means a magnetic tape or computer file containing disk providing such information regarding the loan level information necessary Servicer's activities in servicing the Home Loans during the related Due Period as the Indenture Trustee may reasonably require. (1) Subject to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as modification of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and Servicer's Monthly Statement by the Servicer with an amended Prepayment Charge Schedulethe prior written consent of the Majority Securityholders and the Indenture Trustee, if required, at such time. Not no later than three (3) Business Days before each Distribution Date Payment Date, the Servicer shall prepare and the Indenture Trustee shall prepare distribute a monthly statement (the “Remittance Report”) containing the information set forth below "Servicer's Monthly Statement", with respect to such Distribution Payment Date) to the Seller, which information shall be based solely upon the loan level information furnished by Securityholders and each Rating Agency, stating the Servicer upon which date of original issuance of the Trustee shall conclusively rely without independent verification thereofSecurities (day, month and year), the name of the Issuer (i.e., "FIRSTPLUS Home Loan Owner Trust 1998-5"), the series designation of the Securities (i.e., "Series 1998-5"), the date of this Agreement and the following information: (i) the Available Funds Collection Amount, the Regular Payment Amount and the Certificate Rate for each Class Excess Spread for the related Distribution Payment Date; (ii) the aggregate amount of amount, if any, on deposit in the distribution to each Class of Certificates Pre-Funding Account on such Distribution Payment Date; (iii) the amount Class Principal Balance of each Class of Securities (and the Component Principal Balance, as applicable, of the distribution set forth in paragraph (i) above in respect Components of interest and the amount thereof in respect of any Class Residual Interest Carryover ShortfallCertificate), and the amount Pool Principal Balance as of any Class Interest Carryover Shortfall remainingthe first day of the related Due Period and after giving effect to payments and distributions made to the holders of such Securities on such Payment Date; (iv) the amount Class Pool Factor with respect to each Class of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover ShortfallSecurities then outstanding, and any remaining Class Principal Carryover Shortfallcarried to seven decimal places; (v) the amount of Excess Interest paid as principalprincipal and interest received on the Home Loans during the related Due Period; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each amount, if any, of the Trustee and its Custodian)Overcollateralization Surplus; (vii) the Pool Servicing Compensation for such Payment Date; (viii) the Overcollateralization Amount with respect to such Payment Date, the Required Overcollateralization Amount as of such Payment Date, the Net Loan Losses incurred during the related Due Period and the cumulative Net Loan Losses with respect to such Payment Date; (ix) the amount, if any, paid on such Payment Date to each Class of Subordinate Securities in respect of Deferred Amounts; (x) with respect to each Class of Subordinate Securities and the B-2 Component of the Residual Interest Certificate, the amount of any applicable Deferred Amounts remaining unreimbursed after giving effect to payments made on such Payment Date; (xi) the weighted average remaining term to maturity of the Home Loans and the weighted average Home Loan Interest Rate of the Home Loans each as of such Payment Date; (xii) certain performance information, including delinquency and foreclosure information with respect to the Home Loans, as set forth in the Servicer's Monthly Remittance Report; (xiii) the amount of any Servicing Advance Reimbursement Amount to be paid to the Servicer on such Payment Date, and the amount of any Servicing Advance Reimbursement Amount remaining unpaid following such payment; (xiv) the number of and aggregate Principal Balance of all Home Loans in foreclosure proceedings (other than any Home Loans described in clause (xvi)) and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the last day of the preceding related Due Period; (viiixv) the Class number of and the aggregate Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; the Home Loans in bankruptcy proceedings (ixother than any Home Loans described in clause (xvii)) the Overcollateralization Amount and the Required Overcollateralization Amount percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first last day of the related Due Period; (xvi) the number of Foreclosure Properties, the aggregate Principal Balance of the related Home Loans, the book value of such Foreclosure Properties and the percent of the aggregate Principal Balances of such Home Loans to the aggregate Principal Balances of all Home Loans, all as of the close of business on the last day of the related Due Period; (xvii) during the related Due Period, the aggregate Principal Balance of Home Loans for each of the following: (A) that became Liquidated Home Loans and (B) that became Deleted Home Loans pursuant to Section 3.05 as a result of such Deleted Home Loans being Liquidated Home Loans or a Home Loan in foreclosure, default or imminent default, including the foregoing amounts by loan type; (xviii) from the amount Closing Date through the most current Due Period, the cumulative aggregate Principal Balance of all payments or reimbursements to Home Loans for each of the Servicer following: (A) that became Liquidated Home Loans, and (B) that became Deleted Home Loans pursuant to Sections 3.03(ii) and (vi) (Section 3.05 as reported by the Servicer)a result of such Deleted Home Loans being in foreclosure, default or imminent default; (xix) the number of Mortgage scheduled principal payments and the principal prepayments received with respect to the Home Loans outstanding at the beginning and at the end of during the related Due Period; (xx) the amount number of Liquidation Home Loans remaining in the Home Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance;Pool; and (xxi) such other information as of may be reasonably requested by the end of the preceding calendar monthIndenture Trustee. (2) No later than three (3) Business Days before each Payment Date, the number Servicer shall prepare and Principal Balance of Mortgage Loans which are 30-59 days delinquent; distribute to the number Seller and Principal Balance of Mortgage Loans which are 60-89 days delinquent; each Rating Agency a monthly statement that includes the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and cumulative aggregate Principal Balance of Mortgage Home Loans that became Deleted Home Loans pursuant to Section 3.05(c) as a result of such Deleted Home Loans being Defective Home Loans, other from the Closing Date through the most current Due Period. (3) No later than Mortgage seven days following a repurchase or substitution pursuant to Sections 2.06, 3.05 or 4.02, the Servicer shall notify each Rating Agency of the aggregate principal balances of the Home Loans in default repurchased or imminent default, that were modified substituted and (if applicable) the relevant Substitution Adjustment. All reports prepared by the Servicer during of the related Due Period (as reported withdrawals from and deposits in the Collection Account will be based in whole or in part upon the information provided to the Indenture Trustee by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Indenture Trustee may fully rely upon and shall have no liability with respect to such information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party hereto). (bc) Within a reasonable period of time after the end of each calendar year, the Servicer shall prepare and direct the Indenture Trustee shall furnish to distribute to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such PersonSecurityholder, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iiib)(iv) and (ivv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a CertificateholderSecurityholder. Such obligation of the Indenture Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished provided by the Trustee Servicer to Certificateholders the Securityholders pursuant to any requirements of the Code as are in force from time to time. (cd) On each Distribution Payment Date, the Indenture Trustee shall make available forward to DTC and to the Class R Certificateholders in holder of the same manner as the Remittance Report is made available to all Certificateholders Residual Interest Certificate a copy of the reports forwarded to the Holders of the Regular Certificates Servicer's Monthly Statement in respect of such Distribution Payment Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders holder of the Residual Interest Certificate on such Distribution Date Payment Date, together with such other information as the Indenture Trustee deems necessary or appropriate. (de) Within a reasonable period of time after the end of each calendar year, the Servicer shall prepare and direct the Indenture Trustee shall deliver to distribute to each Person who at any time during the calendar year was a Class R Certificateholderthe holder of the Residual Interest Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholderthe holder of the Residual Interest Certificate. Such obligation of the Indenture Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared provided by the Tax Matters Persons and furnished Servicer to Certificateholders by the Trustee or Tax Matters Person holder of the Residual Interest Certificate pursuant to any requirements of the Code as are in force from time to time in forcetime. (ef) Upon reasonable advance notice in writing, the Servicer will provide to each Securityholder which is a savings and loan association, bank or insurance company access to information and documentation regarding the Home Loans sufficient to permit such Securityholder to comply with applicable regulations of the FDIC or other regulatory authorities with respect to investment in such Securities. (g) The Servicer and the Trustee or its agent shall furnish to the DepositorIndenture Trustee, the Seller and who in turn shall forward to each Certificateholder (if requested in writing)Securityholder, during the term of this Agreement, such periodic, special special, or other reports, including information tax returns or reports required with respect to the Securities, including Internal Revenue Service Forms 1099 and (if instructed in writing by the Seller on the basis of the advice of legal counsel) and other similar reports that are required to be filed by the Servicer or informationits agent and the holder of Residual Interest Certificate, whether or not provided for herein, as shall be necessary, reasonable reasonable, or appropriate with respect to the Certificateholder Securityholders or the holders of the Residual Interest Certificate, or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder Securityholders may reasonably require; provided that . (h) Reports and computer tapes furnished by the Servicer and the Indenture Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to in connection with the extent required by law or to the Rating Agenciespurposes and requirements of this Agreement. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders tapes shall use the information therein for the purpose of soliciting the customers of the Seller or the Servicer or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Firstplus Investment Corp)

Statements. (a) Not later than 1:00 p.m., New York time, on the fifth Business Day prior to each Distribution Date, the Servicer shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare a statement (the “Remittance Report”) containing the information set forth below with respect to such Distribution Date, which information shall be based solely upon the loan level information furnished by the Servicer upon which the Trustee shall conclusively rely without independent verification thereof: (i) Available Funds and the Certificate Rate for each Class for the related Distribution Date; (ii) the aggregate amount of the distribution to each Class of Certificates on such Distribution Date; (iii) If the amount of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and commission as so recalculated is greater or less than the amount of any Class Interest Carryover Shortfall remaining; (iv) commission paid on such Commission Due Date, then the Bank will refund to the Company the excess of the amount of the distribution set forth commission paid on such Commission Due Date over the commission determined in paragraph (i) above in respect of principal and accordance with such recalculation, or the amount thereof in respect Company will pay to the Bank the excess of the Class Principal Carryover Shortfallcommission determined in accordance with such recalculation over the commission paid on such Commission Due Date, and any remaining Class Principal Carryover Shortfall; such refund or such payment of additional commission to be due within ten (v10) days following delivery of such annual audited Financial Statements. A transaction fee shall be payable by the Company to the Bank for each Drawing under the 1993 Direct-Pay Letter of Credit in the amount of Excess Interest paid as principal; one-eighth of one percent (vi1/8%) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and Drawing or Sixty-Five Dollars ($65.00), whichever is greater. Transaction fees on account of Drawings shall be due on the Compensating Interest payment day when the Drawing is paid by the Bank. On the Banking Day preceding each Commission Due Date, the Company shall deposit into the Designated Account such amount as may be necessary to cause the balance of the Designated Account to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) not less than the amount of all payments or reimbursements commission due on such Commission Due Date, plus any other amounts required to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, be on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each Designated Account on such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished date pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section other provisions of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information in accordance with this Agreement. The Trustee Bank shall also be entitled entitled, without further authorization from the Company, to rely charge the amount of the commission due on but shall not be responsible for each Commission Due Date to the content or accuracy Designated Account, and if the balance of any information provided by third parties for purposes the Designated Account is insufficient to satisfy the entire amount then due to the Bank on account of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (commission, the Bank may, without suggesting liability on further authorization of the part of Company, charge such deficiency to any other party hereto). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation deposit account of the Trustee Company maintained with the Bank. All commissions and fees payable under the terms of this Section 3.01(a)(3) shall be deemed payable with interest at the Prime Rate plus two percent (2%) per annum from the date due until paid. If the 1993 Direct-Pay Letter of Credit is transferred to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Date, the Trustee shall make available to the Class R Certificateholders in the same manner as the Remittance Report is made available to all Certificateholders a copy of the reports forwarded to the Holders of the Regular Certificates in respect of such Distribution Date and a statement setting forth the amounts actually distributed to the Class R Certificateholders on such Distribution Date together with such other information as the Trustee deems necessary or appropriate. (d) Within a reasonable period of time after the end of each calendar year, the Trustee shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information provided new beneficiary pursuant to the previous paragraph aggregated terms thereof, then the Company covenants and agrees to pay to the Bank promptly upon its demand a transfer fee in the amount then customarily assessed by the Bank for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation transfers of letters of credit of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared by the Tax Matters Persons same type and furnished to Certificateholders by the Trustee or Tax Matters Person pursuant to any requirements of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) amount as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course 1993 Direct-Pay Letter of their respective businesses or readily obtainableCredit. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers of the Seller or for any other purpose except as set forth in this Agreement.

Appears in 1 contract

Sources: Credit Agreement (Dmi Furniture Inc)

Statements. (a) Not later less than 1:00 p.m., New York time, on the fifth two (2) Business Day Days prior to each Distribution the anticipated Closing Date, the Servicer Seller Parent shall deliver to the Trustee by electronic means a computer file containing the loan level information necessary to permit the Trustee to calculate the information required by clauses (i) through (xxvi) below as of the end of the preceding Prepayment Period or Due Period, as applicable, and such other information as the Trustee shall reasonably require, and the Seller hereby agrees to provide the Trustee and the Servicer with an amended Prepayment Charge Schedule, if required, at such time. Not later than each Distribution Date the Trustee shall prepare Purchaser Parent a statement (the “Remittance ReportEstimated Closing Date Financial Statement), signed by the Chief Financial Officer or the Vice President of Finance of the Seller Parent (on behalf and in the name of the Seller Parent), setting forth the Seller Parent’s good faith estimate of the Net Working Capital (the “Estimated Working Capital Amount”). The Seller Parent shall make such changes to the Estimated Closing Date Financial Statement, if any, as are reasonably requested by the Purchaser Parent. (b) containing Not less than two (2) Business Days prior to the information set forth below with respect to such Distribution anticipated Closing Date, which information the Seller Parent shall be based solely upon deliver to the loan level information furnished Purchaser Parent a statement (the “Closing Date Indebtedness Statement”), signed by the Servicer upon which Chief Financial Officer or the Trustee shall conclusively rely without independent verification thereof: Vice President of Finance of the Seller Parent (i) Available Funds on behalf and in the Certificate Rate for each Class for name of the related Distribution Date; (ii) Seller Parent), setting forth, by lender, the aggregate amount of the distribution Indebtedness. The Seller Parent shall attach to each Class of Certificates on such Distribution Date; (iii) the amount Closing Date Indebtedness Statement copies of the distribution set forth in paragraph (i) above in respect of interest and the amount thereof in respect of any Class Interest Carryover Shortfall, and the amount of any Class Interest Carryover Shortfall remaining; (iv) the amount of the distribution set forth in paragraph (i) above in respect of principal and the amount thereof in respect of the Class Principal Carryover Shortfall, and any remaining Class Principal Carryover Shortfall; (v) the amount of Excess Interest paid as principal; (vi) the Servicing Fee and the Trustee Fee (including the separate amounts payable to each of the Trustee and its Custodian); (vii) the Pool Balance as of the close of business on the last day of the preceding Due Period; (viii) the Class Principal Balance of each Class of Certificates after giving effect to payments allocated to principal above; (ix) the Overcollateralization Amount and the Required Overcollateralization Amount as of the close of business on the Distribution Date, after giving effect to distributions of principal on such Distribution Date; (x) whether a Cumulative Loss Event or a Delinquency Event has occurred and is continuing and the calculation thereof; (xi) the aggregate amount of Principal Prepayments received during the related Prepayment Period; (xii) the amount of all Curtailments that were received during the Due Period; (xiii) the principal portion of all Monthly Payments received during the Due Period; (xiv) the interest portion of all Monthly Payments received on the Mortgage Loans during the Due Period; (xv) the amount of the Monthly Advances and the Compensating Interest payment to be made on the Determination Date; (xvi) the amount to be distributed to the Class P Certificates, Class BIO and Class R Certificateholders, respectively for the Distribution Date; (xvii) the weighted average remaining term to maturity of the Mortgage Loans and the weighted average Loan Rate as of the first day of the related Due Period; (xviii) the amount of all payments or reimbursements to the Servicer pursuant to Sections 3.03(ii) and (vi) (as reported by the Servicer); (xix) the number of Mortgage Loans outstanding at the beginning and at the end of the related Due Period; (xx) the amount of Liquidation Loan Losses experienced during the preceding Due Period and the Cumulative Net Losses as a percentage of the Cut-Off Date Pool Balance; (xxi) as of the end of the preceding calendar month, the number and Principal Balance of Mortgage Loans which are 30-59 days delinquent; the number and Principal Balance of Mortgage Loans which are 60-89 days delinquent; the number and Principal Balance of Mortgage Loans which are 90 or more days delinquent (including the number and Principal Balance of Mortgage Loans which are in foreclosure; the number and Principal Balance of Mortgage Loans in bankruptcy; and the number and Principal Balance of Mortgage Loans which are REO Property, each separately set forth); (xxii) for the Distribution Date in April 2004 and May 2004, the amount, if any, on deposit in the First Payment Loan Account; (xxiii) the number and aggregate Principal Balance of Mortgage Loans, other than Mortgage Loans in default or imminent default, that were modified by the Servicer during the related Due Period (as reported by the Servicer); (xxiv) the amount of Net Rate Cap Carryover distributed to each Class of Offered Certificates (other than the Class A-IO Certificates), stating separately any amounts received from the cap provider with respect to the Interest Rate Cap Agreements, and the amount of Net Rate Cap Carryover remaining for each such Class; (xxv) the amount on deposit in the Net Rate Cap Fund, and the amounts of each deposit and withdrawal from such Account; and (xxvi) for each Pre-Funding Distribution Date, the remaining amount in the Pre-Funding Account. The Trustee shall make available such report to the Servicer, the Seller, the Certificateholders, the Rating Agencies, Bloomberg (at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇ ▇▇▇▇▇▇) and Intex Solutions (at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) on the Distribution Date. The Trustee may fully rely upon and shall have no liability with respect to information provided by the Servicer. In the case of information furnished pursuant to subclauses (ii), (iii), (iv) and (vi) above, the amounts shall be expressed in a separate section of the report as a dollar amount for each Class for each $1 original dollar amount as of the related Cut-Off Date. The Trustee will make the Remittance Report (and, at its option, any additional files containing the same information in an alternative format) available each month to Certificateholders and the parties to this Agreement via the Trustee’s internet website. The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇.▇▇▇”. Assistance in using the website can be obtained by calling the Trustee’s customer service desk at (▇▇▇) ▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Trustee shall have the right to change the way Remittance Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to access the Trustee’s internet website, the Trustee may require registration and the acceptance of a disclaimer. The Trustee will not be liable for the dissemination of information Payoff Letters delivered in accordance with this Agreement. The Trustee shall also be entitled to rely on but shall not be responsible for the content or accuracy of any information provided by third parties for purposes of preparing the Remittance Report and may affix thereto any disclaimer it deems appropriate in its reasonable discretion (without suggesting liability on the part of any other party heretoSection 8.1(h). (b) Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was a Holder of a Regular Certificate, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person a statement containing the information set forth in subclauses (iii) and (iv) above, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared and furnished by the Trustee to Certificateholders pursuant to any requirements of the Code as are in force from time to time. (c) On each Distribution Not less than two (2) Business Days prior to the anticipated Closing Date, the Trustee Seller Parent shall make available deliver to the Class R Certificateholders Purchaser Parent a statement (the “Closing Date Expense Statement”), signed by the Chief Financial Officer or the Vice President of Finance of the Seller Parent (on behalf and in the same manner as the Remittance Report is made available to all Certificateholders a copy name of the reports forwarded Seller Parent), setting forth, by payee, the Change of Control Payments and the Transaction Expenses. The Seller Parent shall attach to the Holders Closing Date Expense Statement documents which confirm that upon payment of the Regular Certificates respective amounts specified in respect of such Distribution Closing Date and a statement setting forth the amounts actually distributed Expense Statement, each Person that is to the Class R Certificateholders on such Distribution Date together be paid in accordance with such other information Closing Date Expense Statement shall have been paid in full for all Change of Control Payments and Transaction Expenses, as the Trustee deems necessary or appropriateapplicable. (d) Within a reasonable period of time after Not less than two (2) Business Days prior to the end of each calendar yearanticipated Closing Date, the Trustee Seller Parent shall deliver to each Person who at any time during the calendar year was a Class R Certificateholder, if requested in writing by such Person, such information as is reasonably necessary to provide to such Person Purchaser Parent a statement containing (the information provided pursuant to the previous paragraph aggregated for such calendar year or applicable portion thereof during which such Person was a Class R Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be prepared “Purchase Price Allocation Percentage Statement”), signed by the Tax Matters Persons and furnished to Certificateholders by Chief Financial Officer or the Trustee or Tax Matters Person pursuant to any requirements Vice President of the Code as from time to time in force. (e) The Servicer and the Trustee shall furnish to the Depositor, the Seller and each Certificateholder (if requested in writing), during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the Certificateholder or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided by and in accordance with such applicable instructions and directions (if requested in writing) as the Certificateholder may reasonably require; provided that the Servicer and the Trustee shall be entitled to be reimbursed by such Certificateholder for their respective fees and actual expenses associated with providing such reports, if such reports are not generally produced in the ordinary course of their respective businesses or readily obtainable. (f) Reports and computer diskettes or files furnished by the Servicer pursuant to this Agreement shall be deemed confidential and of a proprietary nature, and shall not be copied or distributed except to the extent required by law or to the Rating Agencies. No Person entitled to receive copies of such reports or diskettes or files or lists of Certificateholders shall use the information therein for the purpose of soliciting the customers Finance of the Seller or for any other purpose except Parent (on behalf and in the name of the Seller Parent), setting forth, by Seller, such Seller’s Purchase Price Allocation Percentage. The Seller Parent shall make such changes to the Purchase Price Allocation Percentage Statement, if any, as set forth in this Agreementare reasonably requested by the Purchaser Parent.

Appears in 1 contract

Sources: Purchase Agreement (University General Health System, Inc.)