Computational Materials Sample Clauses
Computational Materials. (a) It is understood that the Underwriters may prepare and provide to prospective investors certain Computational Materials (as defined below) in connection with the offering of the Notes, subject to the following conditions:
(i) The Underwriters shall comply with all applicable laws and regulations in connection with the use of Computational Materials including the No-Action Letter of May 20, 1994 issued by the Commission to ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ Acceptance Corporation I, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ & Co. Incorporated and ▇▇▇▇▇▇ Structured Asset Corporation, as made applicable to other issuers and underwriters by the Commission in response to the request of the Public Securities Association dated May 24, 1994, and the No-Action Letter of February 17, 1995 issued by the Commission to the Public Securities Association (collectively, the "▇▇▇▇▇▇/PSA Letters").
(ii) As used herein, "Computational Materials" and the term "ABS Term Sheets" shall have the meanings given such terms in the ▇▇▇▇▇▇/PSA Letters, but shall include only those Computational Materials that have been prepared or delivered to prospective investors by or at the direction of an Underwriter.
(iii) Each Underwriter shall provide the Sponsor with representative forms of all Computational Materials prior to their first use, to the extent such forms have not previously been approved by the Sponsor for use by such Underwriter. Each Underwriter shall provide to the Sponsor, for filing on Form 8-K as provided in Section 9(b), copies of all Computational Materials that are to be filed with the Commission pursuant to the ▇▇▇▇▇▇/PSA Letters. Each Underwriter may provide copies of the foregoing in a consolidated or aggregated form. All Computational Materials described in this subsection (a)(iii) must be provided to the Sponsor not later than 10:00 a.m., New York time, one business day before filing thereof is required pursuant to the terms of this Agreement.
(iv) If an Underwriter does not provide the Computational Materials to the Sponsor pursuant to subsection (a)(iii) above, such Underwriter shall be deemed to have represented, as of the applicable Closing Date, that it did not provide any prospective investors with any information in written or electronic form in connection with the offering of the Notes that is required to be filed with the Commission in accordance with the ▇▇▇▇▇▇/PSA Letters.
(v) In the event of any delay in the delivery by an Underwriter to the Sponsor of all Computational Materials required to b...
Computational Materials. (a) It is understood that the Underwriters may prepare and provide to prospective investors certain Computational Materials (as defined below) in connection with the Company's offering of the Notes, subject to the following conditions:
(i) The Underwriters shall comply with all applicable laws and regulations in connection with the use of Computational Materials including the No-Action Letter of May 20, 1994 issued by the Commission to ▇▇▇▇▇▇, Peabody Acceptance Corporation I, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ & Co. Incorporated and ▇▇▇▇▇▇ Structured Asset Corporation, as made applicable to other issuers and underwriters by the Commission in response to the request of the Public Securities Association dated May 24, 1994, and the No-Action Letter of February 17, 1995 issued by the Commission to the Public Securities Association (collectively, the "▇▇▇▇▇▇/PSA Letters").
(ii) As used herein, "Computational Materials" and the term "ABS Term Sheets" shall have the meanings given such terms in the ▇▇▇▇▇▇/PSA Letters, but shall include only those Computational Materials that have been prepared or delivered to prospective investors by or at the direction of an Underwriter.
Computational Materials. The Underwriter hereby represents and warrants that any information attached hereto as Exhibit 1 constitutes all "Collateral Term Sheets" (as such term is defined in the no-action letters addressed to Kidder, Peabody Acceptance Corporation I, et al. dated May 20, 1994 an▇ ▇▇ ▇he ▇▇▇▇▇▇ Securities Association dated February 17, 1995 (collectively, the "PSA Letters")) disseminated by it in connection with the Underwritten Certificates; all "Structural Term Sheets" and "Computational Materials" disseminated by it in connection with the Underwritten Certificates and all "Series Term Sheets" (as such term is defined in the no-action letter addressed to Greenwood Trust Company, Discover Card Master Trust I dated April 5, 1996). For purposes hereof, as to the Underwriter, the term "Derived Information" means such information, if any, in the Series Term Sheets, Collateral Term Sheets, Structural Term Sheets and/or Computational Materials that is not contained in either (i) the Prospectus Supplement or Original Prospectus taking into account information incorporated therein by reference (other than information incorporated by reference from the Series Term Sheets, Collateral Term Sheets, Structural Term Sheets and/or Computational Materials) or (ii) any computer tape furnished by the Company (the "Computer Tape"). The Underwriter agrees, assuming (i) all information provided by the Company (including the Computer Tape) is accurate and complete in all material respects and (ii) the Company's independent public accountants have determined that the Derived Information agrees with the Computer Tape, to indemnify and hold harmless the Company, each of the Company's officers and directors and each person who controls the Company within the meaning of Section 15 of the Securities Act of 1933, as amended (the "Act"), against any and all losses, claims, damages or liabilities, joint or several, to which they may become subject under the Act or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any untrue statement of a material fact contained in the Derived Information prepared by the Underwriter and incorporated by reference into the Registration Statement, or arise out of or are based upon the omission or alleged omission to state in such Derived Information a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which th...
Computational Materials. (a) It is understood that any Underwriter may prepare and provide to prospective investors certain Computational Materials (as defined below) in connection with the Company's offering of the Offered Certificates, subject to the following conditions:
(i) Each Underwriter shall comply with all applicable laws and regulations in connection with the use of Computational Materials including the No-Action Letter of May 20, 1994 issued by the Commission to Kidder, Peabody Acceptance Corporation I, Kidder, Peabody & ▇▇. ▇▇corpora▇▇▇ ▇▇▇ Kidder Structured Ass▇▇ ▇▇▇po▇▇▇▇▇▇, as made applicable to other ▇▇▇▇▇▇s and underwriters by the Commission in response to the request of the Public Securities Association dated May 24, 1994, and the No- Action Letter of February 17, 1995 issued by the Commission to the Public Securities Association (collectively, the "Kidder/PSA Letters").
(ii) As used herein, "Compu▇▇▇▇▇▇al Materials" and the term "ABS Term Sheets" shall have the meanings given such terms in the Kidder/PSA Letters, but shall include only those Computation▇▇ ▇▇▇erials that have been prepared or delivered to prospective investors by or at the direction of an Underwriter.
Computational Materials. (a) It is understood that any Underwriter may prepare and provide to prospective investors certain Computational Materials (as defined below) in connection with the Company's offering of the Class A Certificates, subject to the following conditions:
(i) Each Underwriter shall comply with all applicable laws and regulations in connection with the use of Computational Materials including the No-Action Letter of May 20, 1994 issued by the Commission to Kidder, Peabody Acceptance Corporation I, Kidder, Peabody & Co. ▇▇▇▇▇▇or▇▇▇▇ ▇▇d Kidder Structured Asset C▇▇▇▇▇▇tion, as made applicable to other ▇▇▇▇▇rs and underwriters by the Commission in response to the request of the Public Securities Association dated May 24, 1994, and the No-Action Letter of February 17, 1995 issued by the Commission to the Public Securities Association (collectively, the "Kidder/PSA Letters").
(ii) As used herein, "Computational ▇▇▇▇▇▇als" and the term "ABS Term Sheets" shall have the meanings given such terms in the Kidder/PSA Letters, but shall include only those Computational M▇▇▇▇▇▇ls that have been prepared or delivered to prospective investors by or at the direction of an Underwriter.
Computational Materials. The Underwriter represents and warrants ----------------------- to the Bank that (a) it has not and will not use any information that constitutes "Computational Materials," as defined in the Commission's No-Action Letter, dated May 20, 1994, addressed to ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ Acceptance Corporation I, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ & Co. Incorporated and ▇▇▇▇▇▇ Structured Asset Corporation (as made generally applicable to registrants, issuers and underwriters by the Commission's response to the request of the Public Securities Association dated May 27, 1994), with respect to the offering of the Certificates, (b) it has not and will not use any information that constitutes "ABS Term Sheets," as defined in the Commission's No-Action Letter, dated February 13, 1995, addressed to the Public Securities Association, with respect to the offering of the Certificates and (c) it has not and will not use any information that constitutes "Series Term Sheets," as defined in the Commission's No-Action Letter, dated April 5, 1996, addressed to Greenwood Trust Company, with respect to the offering of the Certificates, in each case unless it has obtained the prior written consent of the Bank to such usage.
Computational Materials. Information Relating to the Collateral (page 4 of 5) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- THE INFORMATION CONTAINED HEREIN WILL BE SUPERSEDED BY THE DESCRIPTION OF THE COLLATERAL CONTAINED IN THE PROSPECTUS SUPPLEMENT. -------------------------------------------------------------------------------- FIXED RATE HOME EQUITY LOANS Preliminary characteristics of the Initial Home Equity Loans as of the Statistical Calculation Date 2/11/98: Statistical Cut-Off Date Loan Balance Cut-Off Date Number of Home Aggregate % of Aggregate Loan Balances Equity Loans Loan Balance Loan Balance ------------------------ --------------- ---------------- -------------- Up to $25,000.00 1,912 $35,081,571.63 5.78% 25,000.01 to 50,000.00 3,624 135,563,056.26 22.33 50,000.01 to 75,000.00 2,075 127,827,855.71 21.06 75,000.01 to 100,000.00 1,115 96,830,601.69 15.95 100,000.01 to 125,000.00 686 76,141,131.67 12.54 125,000.01 to 150,000.00 379 51,774,019.35 8.53 150,000.01 to 175,000.00 208 33,614,496.80 5.54 175,000.01 to 200,000.00 143 26,751,555.78 4.41 200,000.01 to 250,000.00 110 23,521,971.84 3.87 ------ --------------- ------ Total 10,252 $607,106,260.72 100.00% Distribution of Months Since Origination Number of Months Number of Home Aggregate % of Aggregate Since Origination Equity Loans Loan Balance Loan Balance ------------------- -------------- --------------- -------------- 0 to 1 619 $ 35,523,129.35 5.85% 2 to 12 9,546 568,038,550.82 93.56 13 to 24 85 3,269,109.21 0.54 25 or more 2 275,471.35 0.05 ------ --------------- ------- Total 10,252 $607,106,260.72 100.00% Distribution of Remaining Term to Maturity Months Remaining Number of Home Aggregate % of Aggregate to Maturity Equity Loans Loan Balance Loan Balance ---------------- -------------- ----------------- --------------- Up to 120 403 $11,517,153.88 1.90% 121 to 180 6,073 322,772,831.49 53.17 181 to 240 1,140 61,057,122.55 10.06 241 to 300 62 3,620,661.56 0.60 301 to 360 2,574 208,138,491.24 34.28 ------ --------------- ------ Total 10,252 $607,106,260.72 100.00% -------------------------------------------------------------------------------- BEAR ▇▇▇▇▇▇▇ This information should be considered only after reading Bear ▇▇▇▇▇▇▇' Statement Regarding Assumptions as to Securities, Pricing Estimates and Other Information (the "Statement"), which should be attached. Do not use or rely on this information...
Computational Materials. Each Underwriter represents, warrants, covenants and agrees with the Depositor that:
(a) It either (A) has not provided any potential investor with a Collateral Term Sheet (that is required to be filed with the Commission within two business days of first use under the terms of the Public Securities Association Letter as described below) or (B) has, contemporaneously with its first delivery of such Collateral Term Sheet to a potential investor, delivered such Collateral Term Sheet (in hard copy and on computer disk) to the Depositor or its counsel.
(b) It either (A) has not provided any potential investor with a Structural Term Sheet or Computational Materials or (B) has promptly provided any such Structural Term Sheet or Computational Materials (in hard copy and on computer disk) to the Depositor or its counsel.
(c) Each Collateral Term Sheet bears a legend indicating that the information contained therein will be superseded by the description of the collateral contained in the Prospectus Supplement and, except in the case of the initial Collateral Term Sheet, that such information supersedes the information in all prior Collateral Term Sheets.
(d) Each Structural Term Sheet and all Computational Materials bear a legend substantially as follows (or in such other form as may be agreed prior to the date of the this Agreement): This information does not constitute either an offer to sell or a solicitation of an offer to buy any of the securities referred to herein. Information contained herein is confidential and provided for information only, does not purport to be complete and should not be relied upon in connection with any decision to purchase the securities. This information supersedes any prior versions hereof and will be deemed to be superseded by any subsequent versions including, with respect to any description of the securities or the underlying assets, the information contained in the final Prospectus and accompanying Prospectus Supplement. Offers to sell and solicitations of offers to buy the securities are made only by the final Prospectus and the related Prospectus Supplement. This information is furnished to you solely by the Underwriters and not by the issuer of the securities or any of its affiliates. The Underwriters are acting as Underwriters and not acting as agents for the issuer or its affiliates in connection with the proposed transaction.
(e) It agrees to obtain and provide to the Depositor one or more accountants’ letters relating to...
Computational Materials. The Depositor will file with the Commission a current report on Form 8-K (an "Additional Materials 8-K") setting forth all Computational Materials, ABS Term Sheets and Collateral Term Sheets provided to the Depositor by any Underwriter within the applicable time periods allotted for such filing pursuant to the No-Action Letters (as defined in Section 6).
Computational Materials. Not later than 10:30 a.m. New York City time, on the business day before the date on which the Current Report relating to the Certificates is required to be filed by the Depositor with the Commission pursuant to Section V.M hereof, each Underwriter shall deliver to the Depositor five complete copies of all materials, if any, provided by such Underwriter to prospective investors in such Certificates which constitute "Computational Materials" within the meaning of the no-action letter dated May 20, 1994, issued by the Division of Corporation Finance of the Commission to ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ Acceptance Corporation I, ▇▇▇▇▇▇, Peabody & Co. Incorporated, and ▇▇▇▇▇▇ Structured Asset Corporation, the no-action letter dated May 27, 1994, issued by the Division of Corporation Finance of the Commission to the Public Securities Association and the no-action letter of February 17, 1995 issued by the Commission to the Public Securities Association (collectively, the "▇▇▇▇▇▇/PSA Letters") and the filing of which is a condition of the relief granted in such letters (such materials being the "Computational Materials"). Each delivery of Computational Materials to the Depositor pursuant to this paragraph (a) shall be effected by delivering four copies of such material to counsel for the Depositor on behalf of the Depositor and one copy of such materials to the Depositor.