SWAP CONTRACT ADMINISTRATION AGREEMENT
EXECUTION
COPY
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This
SWAP CONTRACT ADMINISTRATION AGREEMENT,
dated as of September 29, 2006 (this “Agreement”), among THE BANK OF NEW
YORK (“BNY”), as Swap Contract Administrator (in such capacity, the
“Swap Contract Administrator”) and not in its individual or corporate
capacity but solely as Trustee under the Pooling and Servicing Agreement
referred to below (in such capacity, the “Trustee”), and COUNTRYWIDE HOME
LOANS, INC. (“CHL”).
WHEREAS,
CHL is a party to an interest rate swap
agreement between CHL and Bear
Xxxxxxx Financial Products Inc. (the
“Counterparty”), with a Trade Date of
September 14, 2006 and a reference
number of: FXCWL06BC4 (the “Swap Contract”), a copy of which is attached
to this Agreement at Exhibit A;
WHEREAS,
CHL is conveying certain mortgage loans
and other related assets to a trust fund (the “Trust Fund”) created
pursuant to a Pooling and Servicing Agreement, dated as of September 1, 2006
(the “Pooling and Servicing Agreement”), among CWABS Inc., as depositor,
CHL, as a seller, Park Sienna LLC, as a seller, Park Granada LLC, as a seller,
Countrywide Home Loans Servicing LP, as master servicer (the “Master
Servicer”), and the Trustee, with respect to the CWABS Asset-Backed
Certificates, Series 2006-BC4;
WHEREAS,
simultaneously with the execution and
delivery of this Agreement, CHL is assigning all of its rights, and delegating
all of its duties and obligations (other than its obligation to pay the Upfront
Amount (as defined in the Swap Contract)), under the Swap Contract to the Swap
Contract Administrator, pursuant to the Novation Agreement, dated as of the
date
hereof (the “Novation Agreement”), among CHL, as transferor, the Swap
Contract Administrator, as transferee, and the Counterparty, as remaining party,
a copy of which is attached to this Agreement as Exhibit
B;
WHEREAS,
the parties hereto desire that the
Trustee make remittances to the Swap Contract Administrator as contemplated
by
and to the extent provided in the Pooling and Servicing Agreement to cover
payments due to the Counterparty under the Swap
Contract;
WHEREAS,
CHL desires that the Net Payments (as
defined below) payable by the Counterparty on the Swap Contract be distributed
to the Trustee under the Pooling and Servicing Agreement to be applied for
the
purposes specified in the Pooling and Servicing Agreement and that the Excess
Payments (as defined below) on the Swap Contract be distributed to
CHL;
WHEREAS,
CHL and the Trustee desire to appoint
the Swap Contract Administrator, and the Swap Contract Administrator desires
to
accept such appointment, to distribute funds received under the Swap Contract
to
the Trustee and to CHL as provided in this Agreement, and, in the case of a
NIM
Issuance, to distribute Excess Payments in accordance with the related Swap
Excess Assignment Agreement (each as defined
below).
NOW,
THEREFORE, in consideration of the mutual
covenants contained in this Agreement, and for other good and valuable
consideration, the receipt and adequacy of which are hereby acknowledged, the
parties agree as follows:
1.
Definitions.
Capitalized terms used
but not otherwise defined in this Agreement shall
have the respective meanings assigned thereto in the Pooling and Servicing
Agreement.
Benefited
Certificates: The Class A
Certificates and the Subordinate Certificates.
Excess
Payment: For any Distribution Date
on or prior to
the Swap Contract Termination Date and as to which the Swap Contract or a
replacement swap contract is in effect, an amount equal to the excess, if any,
of (i) the Net Swap Payment (as defined in the Pooling and Servicing Agreement)
received by the Swap Contract Administrator from the Counterparty with respect
to such Distribution Date over (ii) the Net Payment for such Distribution
Date. For any Distribution Date on
or prior to the Swap Contract Termination Date but only if neither the Swap
Contract nor a replacement swap contract is in effect, zero. For any Distribution Date after the
Swap
Contract Termination Date, an amount equal to all remaining funds on deposit
in
the Swap Administration Account.
Indenture
Trustee:
With respect to a NIM Issuance (if any), the indenture trustee under
the
indenture pursuant to which the notes related to such NIM Issuance are
issued.
ISDA
Credit Support Annex: An ISDA Credit Support Annex
negotiated and
established as provided in Section 5.
Net
Payment: With
respect to any Distribution Date on
or prior to the Swap Contract Termination Date, an amount equal to the sum
of
(i) any Current Interest and Interest Carry Forward Amounts in respect of the
Benefited Certificates, (ii) any Net Rate Carryover in respect of the Benefited
Certificates, (iii) any Unpaid Realized Loss Amounts in respect of the Benefited
Certificates and (iv) any Overcollateralization Deficiency Amount, in each
case
remaining unpaid (or in the case of Overcollateralization Deficiency Amount,
remaining) following the distribution to the Benefited Certificates of Excess
Cashflow pursuant to Section 4.04(c) of the Pooling and Servicing
Agreement. With respect to any
Distribution Date after the Swap Contract Termination Date,
zero.
NIM
Issuance:
An
issuance by a NIM Trust, on or after the date hereof, of asset-backed notes
secured by the Class C Certificates and/or Class P
Certificates.
NIM
Trust:
A
Delaware statutory trust or other special-purpose entity that is the issuer
of
the securities issued in connection with a NIM Issuance (if
any).
Responsible
Officer: When used with respect
to the Swap Contract Administrator, any Vice President, any Assistant Vice
President, the Secretary, any Assistant Secretary, any Trust Officer or any
other officer of the Swap Contract Administrator customarily performing
functions similar to those performed by any of the above designated officers
and
also to whom, with respect to a particular matter, such matter is referred
because of such officer’s knowledge of and familiarity with the particular
subject.
Swap
Administration Account: The
separate account created and maintained by the Swap Contract Administrator
pursuant to Section 3 with a depository institution in the name of the Swap
Contract Administrator for the benefit
of the Counterparty, CHL and the Trustee on behalf of the Holders of the
Benefited Certificates and designated “The Bank of New York for Countrywide Home
Loans, Inc., Bear Xxxxxxx Financial Products Inc. and certain registered
Holders of
CWABS, Inc., Asset-Backed Certificates, Series 2006-BC4”. Funds in the Swap Administration Account
shall be held for the Counterparty, CHL and the Trustee on behalf of the Holders
of the Benefited Certificates as set forth in this Agreement.
Swap
Excess Assignment Agreement:
With respect to a NIM Issuance
(if any), an agreement executed on or
after the date hereof by CHL, the related NIM Trust and the Swap Contract
Administrator (in form and substance reasonably satisfactory to the Swap
Contract Administrator), pursuant to which rights to receive certain portions
of
Excess Payments shall be assigned to such NIM Trust and pursuant to which the
Swap Contract Administrator shall agree to distribute Excess Payments to the
related Indenture Trustee and CHL (in accordance with the terms of such
agreement).
2.
Appointment of Swap Contract Administrator.
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CHL
and the Trustee hereby appoint BNY to serve
as Swap Contract Administrator pursuant to this Agreement and pursuant to the
related Swap Excess Assignment Agreement (if any). The Swap Contract Administrator accepts
such appointment, acknowledges the transfer and assignment to it of CHL’s rights
and obligations under the Swap Contract pursuant to the Novation Agreement. The Swap Contract Administrator agrees
to exercise the rights referred to
above for the benefit of CHL, the Trustee and the Counterparty and to perform
the duties set forth in this Agreement.
In the event of a NIM Issuance, the
Swap Contract Administrator further
agrees to perform the duties set forth in the related Swap Excess Assignment
Agreement for the benefit of CHL, the related NIM Trust and the related
Indenture Trustee.
3.
Receipt of Funds; Swap Administration Account.
The
Swap Contract Administrator hereby agrees to
receive (i) on behalf of CHL and the Trustee, all amounts paid by the
Counterparty under the Swap Contract and (ii) on behalf of the Counterparty,
all
amounts remitted by the Trustee pursuant to the Pooling and Servicing Agreement
for payment to the Counterparty.
The Swap Contract Administrator shall
establish and maintain a Swap
Administration Account into which the Swap Contract Administrator shall deposit
or cause to be deposited on the Business Day of receipt, (x) all amounts
remitted by the Trustee for payment to the Counterparty pursuant to the Swap
Contract and (y) all amounts payable by the Counterparty under the Swap
Contract. All funds deposited in
the Swap Administration Account shall be held for the benefit of the
Counterparty, CHL and the Trustee on behalf of the Holders of the Benefited
Certificates until withdrawn in accordance with this Section 3. The Swap Administration Account shall
be
an “Eligible Account” as defined in the Pooling and Servicing
Agreement.
Funds
in the Swap Administration Account shall
remain uninvested.
The
Swap Contract Administrator shall give at
least 30 days’ advance notice to the Counterparty, CHL and the Trustee of any
proposed change of location of the Swap Administration Account prior to any
change thereof.
4.
Calculations; Distribution of Payments; Delivery of
Notices.
The
Swap Contract Administrator hereby agrees to
make payments based on the information provided by the Trustee and the
Counterparty, and the Swap Contract Administrator shall, absent manifest error,
be entitled to rely on information provided by the Trustee and the
Counterparty.
On
the Business Day of receipt of any payment
from the Counterparty, the Swap Contract Administrator shall withdraw the amount
of such payment from the Swap Administration Account and distribute such amounts
sequentially, as follows:
(a)
first, to the Trustee for deposit into the Swap Account, the applicable
Net Payment; and
(b)
second, to CHL, the applicable Excess Payment, in accordance with the
following wiring instructions:
ABA
No:
[021000018]
REF: [CWABS 2006-BC4 X'S SwapPyt]
REF: [CWABS 2006-BC4 X'S SwapPyt]
On
the Business Day of receipt of any payment
from the Trustee for payment to the Counterparty, the Swap Contract
Administrator shall withdraw the amount of such payment from the Swap
Administration Account and distribute such amounts to the Counterparty in
accordance with the wiring instructions specified in the Swap Contract.
The
Swap Contract Administrator shall prepare and
deliver any notices required to be delivered under the Swap
Contract.
On
the Business Day of receipt of any notices,
information or reports received by the Swap Contract Administrator from the
Counterparty, the Swap Contract Administrator shall provide the same to the
Trustee, including without limitation information regarding any Net Swap Payment
or Swap Termination Payment that will be payable by the Swap Contract
Administrator to the Counterparty with respect to the next Distribution
Date.
5.
Control Rights; Credit Support Annex; Replacement Swap
Contract.
The
Trustee shall have the right to direct the
Swap Contract Administrator with respect to the exercise of any right under
the
Swap Contract (such as the right to designate an Early Termination Date
following an Event of Default (each such term as defined in the Swap
Contract)).
Upon
the Swap Contract Administrator obtaining
actual knowledge of the rating of the Counterparty falling below the Approved
Rating Thresholds (as defined in the Swap Contract), the Swap Contract
Administrator, at the direction of the Trustee, shall negotiate an ISDA Credit
Support Annex with the Counterparty that meets the terms of the Swap
Contract. If an ISDA Credit Support
Annex is negotiated, the Swap Contract Administrator, at the direction of the
Trustee, shall demand payment of the Delivery Amount (as defined in the ISDA
Credit Support Annex). In addition,
if an ISDA Credit Support Annex is negotiated, the Swap Contract Administrator
shall establish an account to hold cash or other eligible investments pledged
under such ISDA Credit Support Annex.
Any such account shall be an “Eligible Account” as defined in the Pooling
and Servicing Agreement. Any cash
or other eligible investments pledged under an ISDA Credit Support Annex shall
not be part of the Swap Administration Account unless they are applied in
accordance with such ISDA Credit Support Annex to make a payment due to the
Swap
Contract Administrator pursuant to the Swap
Contract.
In
the event that the Swap Contract is
terminated, CHL shall assist the Swap Contract Administrator in procuring a
replacement swap contract with terms approximating those of the original Swap
Contract, and the Swap Contract Administrator shall enter into a replacement
swap contract procured by CHL and continue to serve as Swap Contract
Administrator pursuant to the terms hereof. Any Swap Termination Payment received
from the Counterparty shall be used to pay any upfront amount required under
any
replacement swap contract, and any excess shall be distributed to CHL. In the event that a replacement swap
contract cannot be procured, any Swap Termination Payment received from the
Counterparty in respect of the termination of the original Swap Contract shall
be held in the Swap Administration Account and distributed as provided in
Section 4. In the event that a
replacement swap is procured and the replacement counterparty pays an upfront
amount to the Swap Contract Administrator in connection with the execution
of
the replacement swap contract, then (i) if that upfront amount is not received
prior to the Distribution Date on which any Swap Termination Payment was due
to
the Counterparty under the original Swap Contract, that upfront amount shall
be
held in the Swap Administration Account and distributed as provided in Section
4, and (ii) if that upfront amount is received prior to the Distribution Date
on
which any Swap Termination Payment is due to the Counterparty under the original
Swap Contract, the Swap Contract Administrator shall remit to the Trustee,
to be
included in Interest Funds for Loan Group 1 and Loan Group 2, the portion of
such upfront amount equal to the lesser of (x) such upfront amount and (y)
the
amount of the Swap Termination Payment due to the Counterparty under the
Original Swap Contract, to be allocated between Loan Group 1 and Loan Group
2
pro rata based on their respective Interest Funds for that Distribution
Date. Any upfront amount paid by a
replacement counterparty that is not remitted by the Swap Contract Administrator
to the Trustee pursuant to clause (ii) of the preceding sentence shall be
distributed to CHL.
6.
Monitoring of Significance Percentage. With respect to each
Distribution Date,
the Swap Contract Administrator shall calculate the “significance percentage”
(as defined in Item 1115 of Subpart 229.1100 – Asset Backed Securities
(Regulation AB), 17 C.F.R. §§ 229.1100-229.1123) of the Swap Contract based on
the aggregate Certificate Principal Balance of the Benefited Certificates for
such Distribution Date (after all distributions to be made thereon on such
Distribution Date) and based on the methodology provided in writing by or on
behalf of CHL no later than the fifth Business Day preceding such Distribution
Date. On each Distribution Date,
the Swap Contract Administrator shall provide to CHL a written report (which
written report may include similar information with respect to other derivative
instruments relating to securitization transactions sponsored by CHL) specifying
the “significance percentage” of the Swap Contract for that Distribution
Date. If the “significance
percentage” of the Swap Contract exceeds 7.0% with respect to any Distribution
Date, the Swap Contract Administrator shall make a separate notation thereof
in
the written report described in the preceding sentence. Such written report may contain such
assumptions and disclaimers as are deemed necessary and appropriate by the
Swap
Contract Administrator.
7.
Representations and Warranties of the Swap Contract
Administrator. The Swap
Contract Administrator represents and warrants as follows:
(a)
BNY
is duly organized and validly existing as a banking corporation under the laws
of the State of New York and has all requisite power and authority to execute
and deliver this Agreement
and
to
perform its obligations as Swap Contract Administrator under this
Agreement.
(b)
The
execution, delivery and performance of this Agreement by BNY as Swap Contract
Administrator has been duly authorized by BNY.
(c)
This
Agreement has been duly executed and delivered by BNY as Swap Contract
Administrator and is enforceable against BNY in accordance with its terms,
except as enforceability may be
affected
by
bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and
other similar laws relating to or affecting creditors’ rights generally, general
equitable principles
(whether
considered in a proceeding in equity or at law).
(d)
The
execution, delivery and performance of this Agreement by BNY as Swap Contract
Administrator will not result in a breach of the organizational documents of
BNY
and will not violate any
applicable
law, rule or regulation of the United States or the State of New
York.
8.
Certain Matters Concerning the Swap Contract
Administrator.
(a)
The
Swap Contract Administrator shall undertake to perform such duties and only
such
duties as are specifically set forth in this Agreement.
(b)
No
provision of this Agreement shall be construed to relieve the Swap Contract
Administrator from liability for its own grossly negligent action, its own
gross
negligent failure to act or its own
misconduct,
its grossly negligent failure to perform its obligations in compliance with
this
Agreement, or any liability that would be imposed by reason of its willful
misfeasance or bad faith;
provided
that:
(i)
the duties and obligations of the Swap Contract Administrator shall
be
determined solely by the express provisions of this Agreement, the Swap Contract
Administrator shall not be
liable,
individually or as Swap Contract Administrator, except for the performance
of
such duties and obligations as are specifically set forth in this Agreement,
no
implied covenants or
obligations
shall be read into this Agreement against the Swap Contract Administrator and
the Swap Contract Administrator may conclusively rely, as to the truth of the
statements
and
the
correctness of the opinions expressed therein, upon any certificates or opinions
furnished to the Swap Contract Administrator and conforming to the requirements
of this
Agreement
that it reasonably believed in good faith to be genuine and to have been duly
executed by the proper authorities respecting any matters arising
hereunder;
(ii)
the
Swap Contract Administrator shall not be liable, individually or as Swap
Contract Administrator, for an error of judgment made in good faith by a
Responsible Officer or
Responsible
Officers of the Swap Contract Administrator, unless the Swap Contract
Administrator was grossly negligent or acted in bad faith or with willful
misfeasance; and
(iii)
the
Swap
Contract Administrator shall not be liable, individually or as Swap Contract
Administrator, with respect to any action taken, suffered or omitted to be
taken
by it in good faith
in
accordance
with the direction of the Controlling Party, or exercising any power conferred
upon the Swap Contract Administrator under this Agreement.
(c)
Except as otherwise provided in Sections 8(a) and 8(b):
(i)
the Swap Contract Administrator may request and rely upon and shall
be
protected in acting or refraining from acting upon any resolution, officer’s
certificate, certificate of auditors or
any
other
certificate, statement, instrument, opinion, report, notice, request, consent,
order, appraisal, bond or other paper or document believed by it to be genuine
and to have been
signed
or
presented by the proper party or parties;
(ii)
the
Swap Contract Administrator may consult with counsel and any opinion of counsel
shall be full and complete authorization and protection in respect of any action
taken or
suffered
or
omitted by it hereunder in good faith and in accordance with such opinion of
counsel;
(iii)
the
Swap
Contract Administrator shall not be liable, individually or as Swap Contract
Administrator, for any action taken, suffered or omitted by it in good faith
and
believed by it to be
authorized
or
within the discretion or rights or powers conferred upon it by this
Agreement;
(iv)
the
Swap
Contract Administrator shall not be bound to make any investigation into the
facts or matters stated in any resolution, certificate, statement, instrument,
opinion, report,
notice,
request, consent, order, approval, bond or other paper or document, unless
requested in writing so to do by the Counterparty, CHL or the Trustee; provided,
however, that if
the
payment
within a reasonable time to the Swap Contract Administrator of the costs,
expenses or liabilities likely to be incurred by it in the making of such
investigation is, in the
opinion
of
the Swap Contract Administrator not reasonably assured to the Swap Contract
Administrator by the Counterparty, CHL and/or the Trustee, the Swap Contract
Administrator
may require reasonable indemnity against such expense, or liability from the
Counterparty, CHL and/or the Trustee, as the case may be, as a condition to
taking any such
action;
(v)
the
Swap Contract Administrator shall not be required to expend its own funds or
otherwise incur any financial liability in the performance of any of its duties
hereunder if it shall have
reasonable
grounds for believing that repayment of such funds or adequate indemnity against
such liability is not assured to it; and
(vi)
the
Swap
Contract Administrator shall not be liable, individually or as Swap Contract
Administrator, with respect to or in connection with errors or omissions
contained in the report to
be
provided
pursuant to Section 6 hereof, to the extent such errors or omissions are the
result of inaccuracies in the methodology or other information provided to
the
Swap Contract
Administrator
by CHL.
(d)
CHL
covenants and agrees to pay or reimburse the Swap Contract Administrator, upon
its request, for all reasonable expenses and disbursements incurred or made
by
the Swap Contract
Administrator
in accordance with any of the provisions of this Agreement except any such
expense or disbursement as may arise from its negligence, bad faith or willful
misconduct. The Swap
Contract
Administrator and any director, officer, employee or agent of the Swap Contract
Administrator shall be indemnified by CHL and held harmless against any loss,
liability or expense
incurred
in
connection with any legal action relating to this Agreement, the Swap Contract
or the Novation Agreement, or in connection with the performance of any of
the
Swap Contract
Administrator’s
duties hereunder or thereunder, other than any loss, liability or expense
incurred by reason of willful misfeasance, bad faith or negligence in the
performance of any of the Swap
Contract
Administrator’s duties hereunder or thereunder. Such indemnity shall survive the
termination of this Agreement or the resignation of the Swap Contract
Administrator hereunder and
under
the
Swap Contract and the Novation Agreement.
Notwithstanding anything to the contrary
in this Section 8(d), any
expenses, disbursements, losses or liabilities of the Swap Contract
Administrator
or any director, officer, employee or agent thereof that are made or incurred
as
a result of any request, order or direction of any NIM Insurer or any of the
Certificateholders made
to
the
Trustee as contemplated by Section 8.02(a)(9) of the Pooling and Servicing
Agreement and consequently made to the Swap Contract Administrator by the
Trustee shall be payable by the
Trustee
out
of the security or indemnity provided by any NIM Insurer or such
Certificateholders pursuant to Section 8.02(a)(9) of the Pooling and Servicing
Agreement.
(e)
Upon
the resignation of BNY as Trustee in accordance with the Pooling and Servicing
Agreement, (i) BNY shall resign and be discharged from its duties as Swap
Contract Administrator
hereunder
and
(ii) the Person that succeeds BNY as Trustee shall be appointed as successor
Swap Contract Administrator hereunder upon its execution, acknowledgement and
delivery of the
instrument
accepting such appointment in accordance with Section 8.08 of the Pooling and
Servicing Agreement, whereupon the duties of the Swap Contract Administrator
hereunder shall
pass
to such
Person. In addition, upon the
appointment of a successor Trustee under the Pooling and Servicing Agreement,
such successor Trustee shall succeed to the rights of the Trustee
hereunder.
(f)
In the event of a NIM Issuance, nothing in this Section 8 shall limit
or
otherwise modify or affect the rights, duties or obligations of the Swap
Contract Administrator under the related Swap
Excess
Assignment Agreement.
9.
Miscellaneous.
(a)
This
Agreement shall be governed by and construed in accordance with the laws of
the
State of New York.
(b)
Each
of BNY and CHL hereby irrevocably waives, to the fullest extent permitted by
applicable law, any and all right to trial by jury in any legal proceedings
arising out of or relating to this
Agreement.
(c)
The
Counterparty shall be an express third party beneficiary of this Agreement
for
the purpose of enforcing the provisions hereof to the extent of the
Counterparty’s rights explicitly specified
herein
as if
a party hereto.
(d)
This
Agreement shall terminate upon the termination of the Swap Contract and the
disbursement by the Swap Contract Administrator of all funds received under
the
Swap Contract to CHL and
the
Trustee
on behalf of the Holders of the Benefited Certificates.
(e)
This
Agreement may be amended, supplemented or modified in writing by the parties
hereto, provided that no amendment shall adversely affect in any material
respect the Counterparty
without
the
prior written consent of the Counterparty, which consent shall not be
unreasonably withheld.
(f)
This Agreement may be executed by one or more of the parties to this
Agreement on any number of separate counterparts (including by facsimile
transmission), and all such counterparts taken
together
shall be deemed to constitute one and the same instrument.
(g)
Any
provision of this Agreement which is prohibited or unenforceable in any
jurisdiction shall, as to such jurisdiction, be ineffective to the extent of
such prohibition or unenforceability
without
invalidating the remaining provisions hereof, and any such prohibition or
unenforceability in any jurisdiction shall not invalidate or render
unenforceable such provision in any other
jurisdiction.
(h)
The
representations and warranties made by the parties to this Agreement shall
survive the execution and delivery of this Agreement. No act or omission on
the
part of any party hereto shall
constitute
a
waiver of any such representation or warranty.
(i)
The article and section headings in this Agreement are for convenience
of
reference only, and shall not limit or otherwise affect the meaning of this
Agreement.
[SIGNATURE
PAGE
FOLLOWS]
IN
WITNESS
WHEREOF, the parties have caused this Agreement to be duly executed and
delivered as of the day and year first above written.
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THE
BANK OF NEW YORK,
as
Swap Contract
Administrator
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By:
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/s/
Xxxxx Xxxxxx
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Name:
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Xxxxx
Xxxxxx
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Title:
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Assistant Vice
President
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THE
BANK OF NEW
YORK,
not
in its individual or corporate capacity
but solely as Trustee
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By:
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/s/
Xxxxx
Xxxxxx
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Name:
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Xxxxx
Xxxxxx
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Title:
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Assistant
Vice
President
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COUNTRYWIDE
HOME LOANS,
INC.
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By:
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/s/
Xxxxxxx
Xxxxxxxxxxxx
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Name:
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Xxxxxxx
Xxxxxxxxxxxx
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Title:
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Senior
Vice
President
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