Back-up ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification Clause Samples

Back-up ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification. (a) No later than March 15 of each year, beginning in 2017, the Servicer shall provide the Performance Certification to the Certifying Person as set forth on Exhibit D (in the case of the Servicer), in each case on which the Certification Parties can reasonably rely; provided, that so long as the Servicer is an Affiliate of the Depositor, the Servicer may, but is not required to, deliver the Performance Certificate. (b) The Depositor will not request delivery of a certification under this Section unless it is required under the Exchange Act to file an annual report on Form 10-K with respect to the Issuer. In the event that prior to the filing date of the Form 10-K in March of each year, the Servicer has actual knowledge of information material to the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification, the Servicer shall promptly notify the Depositor.
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Back-up ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification. (a) No later than March 15th of each year, beginning in 2024, the Servicer shall provide the Performance Certification to the Certifying Person, substantially in the form of Exhibit D to the 2023-A Servicing Supplement (in the case of the Servicer), in each case on which the Certification Parties can reasonably rely; provided, that so long as the Servicer is an Affiliate of the Transferor, the Servicer may, but is not required to deliver the Performance Certificate. (b) The Transferor will not request delivery of a certification under this clause unless the Transferor is required under the Exchange Act to file an annual report on Form 10-K with respect to the Issuer. In the event that prior to the filing date of the Form 10-K in March of each year, the Servicer has actual knowledge of information material to the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification, the Servicer shall promptly notify the Transferor.
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Back-up ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification. No later than March 15 of each year, beginning in 2008, the Indenture Trustee and the Servicer shall provide to the Person who signs the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification (the “Certifying Person”) a certification (each, a “Performance Certification”) and shall cause each Reporting Subcontractor, in the form attached hereto as Appendix D (in the case of the Indenture Trustee or a Reporting Subcontractor) and as Appendix E (in the case of the Servicer) on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity’s officers, directors and Affiliates (collectively with the Certifying Person, “Certification Parties”) can reasonably rely. The Depositor will not request delivery of a certification under this clause unless the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to the Trust. So long as the Servicer is an Affiliate of the Depositor, the Servicer may, but is not required to deliver the Performance Certificate. In the event that prior to the filing date of the Form 10-K in March of each year, the Indenture Trustee or the Servicer has actual knowledge of information material to the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification, the Indenture Trustee or the Servicer shall promptly notify the Depositor. Each of the Indenture Trustee and the Servicer agrees to cooperate with all reasonable requests made by any Certifying Person or Certification Party in connection with such Person’s attempt to conduct any due diligence that such Person reasonably believes to be appropriate in order to allow it to deliver any ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification or portion thereof with respect to the Trust.
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Back-up ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification. (a) No later than [March 15th] of each year, beginning in 20[__], the Servicer shall provide the Performance Certification to the Certifying Person, substantially in the form of Exhibit D to the 20[__]-[_] Servicing Supplement (in the case of the Servicer), in each case on which the Certification Parties can reasonably rely; provided, that so long as the Servicer is an Affiliate of the Transferor, the Servicer may, but is not required to deliver the Performance Certificate. (b) The Transferor will not request delivery of a certification under this clause unless the Transferor is required under the Exchange Act to file an annual report on Form 10-K with respect to the Issuer. In the event that prior to the filing date of the Form 10-K in March of each year, the Servicer has actual knowledge of information material to the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification, the Servicer shall promptly notify the Transferor.
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Related to Back-up ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification

  • ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification Each Form 10-K with respect to the Trust shall include a ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification in the form attached to this Agreement as Exhibit X required to be included therewith pursuant to the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act. The Certificate Administrator, the Master Servicer, the Special Servicer, the Operating Advisor, the Asset Representations Reviewer (in the case of the Asset Representations Reviewer, solely with respect to reporting periods in which the Asset Representations Reviewer is required to deliver an Asset Review Report Summary), the Custodian and the Trustee shall provide (and (i) with respect to any Servicing Function Participant of such party that is a Mortgage Loan Seller Sub-Servicer, shall use commercially reasonable efforts to cause such Servicing Function Participant to provide, and (ii) with respect to any other Servicing Function Participant of such party (other than any party to this Agreement), shall cause such Servicing Function Participant to provide) to the Person who signs the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification for the Trust or any Other Securitization Trust (the “Certifying Person”) no later than March 1 in the year immediately following the year as to which such Form 10-K relates or, if March 1 is not a Business Day, on the immediately following Business Day, a certification in the form attached to this Agreement as Exhibit Y-1, Exhibit Y-2, Exhibit Y-3, Exhibit Y-4, Exhibit Y-5, Exhibit Y-6, Exhibit Y-7 and Exhibit Y-8, as applicable, on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity’s officers, directors and Affiliates (collectively with the Certifying Person, “Certification Parties”) can reasonably rely. With respect to each Outside Serviced Mortgage Loan serviced under an Outside Servicing Agreement, the Certificate Administrator shall use commercially reasonable efforts to procure, and upon receipt deliver to the Certifying Person, a ▇▇▇▇▇▇▇▇-▇▇▇▇▇ back-up certification similar in form and substance to the certifications referenced in the preceding sentence, from the related Outside Servicer, the related Outside Special Servicer, the related Outside Paying Agent and the related Outside Trustee. In the event any Reporting Servicer is terminated or resigns pursuant to the terms of this Agreement, or any applicable Sub-Servicing Agreement or primary servicing agreement, as the case may be, such Reporting Servicer shall provide a certification to the Certifying Person pursuant to this Section 10.06 with respect to the period of time it was subject to this Agreement or the applicable sub-servicing or primary servicing agreement, as the case may be.