Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.
Appears in 11 contracts
Sources: Servicing Agreement (GSR Mortgage Loan Trust 2007-5f), Servicing Agreement (GSR 2007-Oa2), Servicing Agreement (GSR Mortgage Loan Trust 2007-4f)
Report on Assessment of Compliance and Attestation. (a) A. On or before March 1 31st of each calendar year, commencing in 20072014, the Servicer shall:
(i) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner and any Depositor Issuer a report (in form and substance reasonably satisfactory to the Owner and such DepositorIssuer) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Issuer and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered Attachment E attached to the Owner concurrently with the execution of this Agreement;
(ii) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner Issuer and any Depositor the Administrator a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Administrator, acting on behalf of the Issuer, that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each SubservicerSubservicer and Subcontractor, and each Subcontractor determined by the Company pursuant to Section 12.06(b) Servicer to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor Administrator, acting on behalf of the Issuer, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and
(iv) if requested by the Owner or any Depositor Administrator, on behalf of the Issuer, not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerIssuer, any Depositor the Administrator and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) Certification on behalf of an asset-backed issuer Issuer with respect to a Securitization Transaction a certification this securitization transaction the Annual Certification in the form attached hereto as Exhibit 6. Attachment D. The Servicer acknowledges that the parties identified in clause (a)(ivA(iv) above may rely on the any certification provided by the Servicer or any Subservicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither The Administrator, on behalf of the Owner nor any Depositor Issuer, will not request delivery of a certification under clause items in clauses A(i), (a)(ivii), (iii) above, and (iv) above unless a the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage the Trust Student Loans.
(b) B. Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto to be delivered to the Owner concurrently with Servicer, the execution of this Agreement orIssuer, in and the case of a Subservicer subsequently appointed as such, Administrator on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06and the Issuer on the date of such appointment.
Appears in 9 contracts
Sources: Servicing Agreement (Navient Student Loan Trust 2014-1), Servicing Agreement (SLM Student Loan Trust 2014-2), Servicing Agreement (SLM Student Loan Trust 2014-1)
Report on Assessment of Compliance and Attestation. (a) A. On or before March 1 31st of each calendar year, commencing in 20072015, the Servicer shall:
(i) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner and any Depositor Issuer a report (in form and substance reasonably satisfactory to the Owner and such DepositorIssuer) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Issuer and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered Attachment E attached to the Owner concurrently with the execution of this Agreement;
(ii) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner Issuer and any Depositor the Administrator a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Administrator, acting on behalf of the Issuer, that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each SubservicerSubservicer and Subcontractor, and each Subcontractor determined by the Company pursuant to Section 12.06(b) Servicer to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor Administrator, acting on behalf of the Issuer, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and
(iv) if requested by the Owner or any Depositor Administrator, on behalf of the Issuer, not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerIssuer, any Depositor the Administrator and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) Certification on behalf of an asset-backed issuer Issuer with respect to a Securitization Transaction a certification this securitization transaction the Annual Certification in the form attached hereto as Exhibit 6. Attachment D. The Servicer acknowledges that the parties identified in clause (a)(ivA(iv) above may rely on the any certification provided by the Servicer or any Subservicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither The Administrator, on behalf of the Owner nor any Depositor Issuer, will not request delivery of a certification under clause items in clauses A(i), (a)(ivii), (iii) above, and (iv) above unless a the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage the Trust Student Loans.
(b) B. Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto to be delivered to the Owner concurrently with Servicer, the execution of this Agreement orIssuer, in and the case of a Subservicer subsequently appointed as such, Administrator on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06and the Issuer on the date of such appointment.
Appears in 7 contracts
Sources: Servicing Agreement (Navient Student Loan Trust 2014-8), Servicing Agreement (Navient Student Loan Trust 2014-5), Servicing Agreement (Navient Student Loan Trust 2014-2)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b31.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i31.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii31.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0631.06.
Appears in 7 contracts
Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-11ar)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 612. The Servicer Each Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0613.06.
Appears in 6 contracts
Sources: Mortgage Loan Flow Purchase, Sale & Servicing Agreement (GSR Mortgage Loan Trust 2007-3f), Mortgage Loan Flow Purchase, Sale & Servicing Agreement (GSR Mortgage Loan Trust 2006-8f), Mortgage Loan Flow Purchase, Sale & Servicing Agreement (GSR Mortgage Loan Trust 2007-Ar2)
Report on Assessment of Compliance and Attestation. (a) On With respect to any Mortgage Loans that are the subject of a Securitization Transaction, on or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser and any Depositor or if ▇▇▇▇▇ Fargo Bank, N.A. is the Master Servicer, to the Master Servicer, a report (in form and substance reasonably satisfactory to the Owner Purchaser and such DepositorDepositor and if ▇▇▇▇▇ Fargo Bank, N.A. is the Master Servicer, to such Master Servicer) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor or if ▇▇▇▇▇ Fargo Bank, N.A. is the Master Servicer, to the Master Servicer, and signed by an authorized officer of the Servicer, Company and shall address each of the "Applicable Servicing Criteria" specified on Exhibit H hereto (or those Servicing Criteria specified on otherwise mutually agreed to by the Purchaser, the Company and any Person that will be responsible for signing any Sarbanes Certification with respect to a certification substantially Securitization Transaction in the form response to evolving interpretations of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementRegulation AB);
(ii) deliver to the Owner Purchaser and any Depositor or if ▇▇▇▇▇ Fargo Bank, N.A. is the Master Servicer, to the Master Servicer, a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor or if ▇▇▇▇▇ Fargo Bank, N.A. is the Master Servicer, to such Master Servicer, that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, Subservicer and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.29(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 6.06; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and each Subcontractor described in which such certification is clause (iii) hereof to be delivered, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer, in the form attached hereto as Exhibit 6. I. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor or Master Servicer will request delivery of a certification under clause (a)(iviv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes the Mortgage Loans.
(b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.29.
Appears in 6 contracts
Sources: Master Seller's Warranties and Servicing Agreement (Banc of America Funding 2006-G Trust), Master Seller's Warranties and Servicing Agreement (Banc of America Funding Corp), Master Seller's Warranties and Servicing Agreement (Banc of America Funding 2007-3 Trust)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 E hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b10.6(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. D. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i10.5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 E hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii10.5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0610.6.
Appears in 5 contracts
Sources: Servicing Agreement (GSR Mortgage Loan Trust 2007-Ar2), Servicing Agreement (GSR 2006-5f), Servicing Agreement (GSR Mortgage Loan Trust 2006-1f)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 K hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.6(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. H. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 K hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.0613.6.
Appears in 5 contracts
Sources: Flow Seller’s Warranties and Servicing Agreement (GSR Mortgage Loan Trust 2007-4f), Flow Seller’s Warranties and Servicing Agreement (STARM Mortgage Loan Trust 2007-1), Flow Seller’s Warranties and Servicing Agreement (GSR Mortgage Loan Trust 2006-9f)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b31.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect ▇▇▇▇▇▇ ▇▇▇▇ ▇▇spect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i31.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii31.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0631.06.
Appears in 5 contracts
Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-5ar), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-2), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-3xs)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 K hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.6(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if If requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6H; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any offering document or registration statement unless required by law or regulation. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 K hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.0613.6.
Appears in 5 contracts
Sources: Flow Seller’s Warranties and Servicing Agreement (GSR Mortgage Loan Trust 2006-9f), Flow Seller’s Warranties and Servicing Agreement (GSR Mortgage Loan Trust 2006-8f), Flow Seller’s Warranties and Servicing Agreement (GSR Mortgage Loan Trust 2007-5f)
Report on Assessment of Compliance and Attestation. (ai) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall:
(iA) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(iiB) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iiiC) cause each Subservicer, Subservicer and each Subcontractor determined by the Company Seller pursuant to Section 12.06(b2(f)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 2(e); and
(ivD) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. A. The Servicer Seller acknowledges that the parties identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2(e)(i)(A) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2(e)(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.062(f).
Appears in 4 contracts
Sources: Interim Servicing Agreement (Lehman XS Trust Series 2006-Gp2), Interim Servicing Agreement (Lehman XS Trust Series 2006-Gp1), Interim Servicing Agreement (Lehman XS Trust Series 2006-4n)
Report on Assessment of Compliance and Attestation. (a) On With respect to any Mortgage Loans that are the subject of a Securitization Transaction, on or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser and any Depositor Depositor, or if ▇▇▇▇▇ Fargo Bank, N.A. is the master servicer, to the master servicer a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor, or if ▇▇▇▇▇ Fargo Bank, N.A. is the master servicer) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor Depositor, or if ▇▇▇▇▇ Fargo Bank, N.A. is the master servicer, to the master servicer and signed by an authorized officer of the Servicer, Company and shall address each of the “Applicable Servicing Criteria” specified on Exhibit H hereto (or those Servicing Criteria specified on otherwise mutually agreed to by the Purchaser, the Company or any successor Person that will be responsible for signing any Sarbanes Certification with respect to a certification substantially Securitization Transaction in the form response to evolving interpretations of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement;Regulation AB)
(ii) deliver to the Owner Purchaser and any Depositor Depositor, or if ▇▇▇▇▇ Fargo Bank, N.A. is the master servicer, to the master servicer a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor Depositor, or if ▇▇▇▇▇ Fargo Bank, N.A. is the master servicer, to the master servicer that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, Subservicer and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.25(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 6.06; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and each Subcontractor described in which such certification is clause (iii) above to be delivered, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. I. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.25.
Appears in 4 contracts
Sources: Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar), Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-10xs), Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b31.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect iss▇▇▇ ▇▇▇▇ ▇▇▇▇▇ct to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i31.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii31.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0631.06.
Appears in 4 contracts
Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-7), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-12xs), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-15xs)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 5 of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementK hereto;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSection and, to the extent required of such Subservicer or such Subcontractor under Item 1123 of Regulation AB, an annual compliance certification as and when required under Section 12. 04; and
(iv) if requested by the Owner Purchaser, any Master Servicer or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Subservicer and Subcontractor described in clause (iii) above to deliver, to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller, in the form attached hereto as Exhibit 6J. None of the Purchaser, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iv) above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 K hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06.
Appears in 4 contracts
Sources: Purchase Agreement (MASTR Asset Securitization Trust 2006-3), Purchase Agreement (MASTR Asset Securitization Trust 2006-2), Purchase, Warranties and Servicing Agreement (MASTR Asset Securitization Trust 2006-1)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 5th of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementB hereto;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to AB and deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner deliver, and cause each Subservicer or any Depositor not later than February 1 of the calendar year Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the OwnerPurchaser, any Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6A; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any offering document or registration statement. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement Reg AB Addendum or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062.06.
Appears in 4 contracts
Sources: Regulation Ab Compliance Addendum (Banc of America Funding 2006-2 Trust), Regulation Ab Compliance Addendum (Banc of America Funding 2006-4 Trust), Regulation Ab Compliance Addendum (Banc of America Funding 2006-3 Trust)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, Company and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementG hereto;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.26(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any such Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this SectionSection 6.06; and
(iv) if requested by the Owner or Purchaser, any Master Servicer and any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. H. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither None of the Owner Purchaser, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iviv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 G hereto delivered to the Owner concurrently with Purchaser at the execution time of this Agreement any Securitization Transaction or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.26.
Appears in 4 contracts
Sources: Seller's Warranties and Servicing Agreement (Merrill Lynch Mortgage Backed Securities Trust, Series 2007-3), Seller's Warranties and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-A3), Seller's Warranties and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-A1)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 5th of each calendar yearyear when the Depositor is required to file reports under the Exchange Act with respect to the related Securitization Transaction, commencing in 20072011, the Servicer Company shall:
(i) deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report (in form and substance reasonably satisfactory to the Owner and such Depositorparties) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor parties and signed by an authorized officer of the ServicerCompany, and shall address each of the “Applicable Servicing Criteria,” applying such Applicable Servicing Criteria specified in a manner such that “investor” shall mean any Master Servicer or Trustee on a certification substantially in behalf of the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreementtrust;
(ii) deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor parties that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested deliver, and cause each Subservicer, and each Subcontractor determined by the Owner Company pursuant to Section 2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver, to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not later than February 1 of been identified for the calendar year in which such certification is to be deliveredrelated Securitization Transaction, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. A. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the Applicable Servicing Criteria specified on a certification substantially in for which such Subservicer is responsible for the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to period from and after the date of such appointmentappointment of the Subservicer. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062.06.
Appears in 4 contracts
Sources: Mortgage Loan Sale and Servicing Agreement (Sequoia Mortgage Trust 2013-3), Mortgage Loan Sale and Servicing Agreement (Sequoia Mortgage Trust 2013-1), Mortgage Loan Sale and Servicing Agreement (Sequoia Mortgage Trust 2012-1)
Report on Assessment of Compliance and Attestation. (a) On The Servicer shall:
(i) on or before March 1 the 90th day following the end of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor Transferor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Transferor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in Exhibit M or such criteria as mutually agreed upon by the form of Exhibit 7 hereto delivered to Transferor and the Owner concurrently with the execution of this AgreementServicer;
(ii) on or before the 90th day following the end of each calendar year, commencing in 2007, deliver to the Owner Transferor, the Trustee and any Depositor each Rating Agency a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Transferor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, other Servicing Participant to deliver to the Owner Transferor, the Servicer, the Trustee and any Depositor Capital One Multi-asset Execution Trust an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; provided, however, that if such other Servicing Participant is not an Affiliate of the Servicer, such assessment of compliance and accountants’ attestation shall be delivered on or before March 1 of each calendar year, commencing in 2007; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is cause each other Servicing Participant to be delivered, deliver to the Owner, any Depositor Transferor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) Certification on behalf of an assetthe Trust, Capital One Multi-backed issuer asset Execution Trust or the Transferor with respect to a Securitization Transaction a certification on or before the 90th day following the end of each calendar year, commencing in 2007 in the form attached hereto as Exhibit 6. The Servicer acknowledges L; provided, however, that if such other Servicing Participant is not an Affiliate of the parties identified Servicer, such certification shall be delivered on or before March 1 of each calendar year, commencing in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans2007.
(b) Each The Servicer shall cause each other Servicing Participant to prepare an assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address that addresses each of the applicable Servicing Criteria specified on in a certification document substantially in the form of Exhibit 7 hereto delivered M hereto, and to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of deliver such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements the Transferor upon reasonable request of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06Transferor.
Appears in 4 contracts
Sources: Pooling and Servicing Agreement (Capital One Master Trust), Pooling and Servicing Agreement (Capital One Master Trust), Pooling and Servicing Agreement (Capital One Master Trust)
Report on Assessment of Compliance and Attestation. (a) On With respect to any Mortgage Loans that are the subject of a Securitization Transaction, on or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and Owner, any Master Servicer or any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, Servicer and shall address each of the “Applicable Servicing Criteria” specified substantially on Exhibit H hereto (or those Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered otherwise mutually agreed to by the Owner concurrently with and the execution Servicer in response to evolving interpretations of this AgreementRegulation AB;
(ii) deliver to the Owner and Owner, any Master Servicer or any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of the compliance made by the Servicer and delivered pursuant to the preceding .preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, Subservicer and each Subcontractor Subcontractor, determined by the Company Servicer pursuant to Section 12.06(b4.24(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 6.06; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and each Subcontractor described in which such certification is clause (iii) to be delivered, deliver to the Owner, any Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification signed by the appropriate officer of the Servicer in the form attached hereto as Exhibit 6. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) I. Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.064.24. The Servicer acknowledges that the parties identified in clause (iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner, any Master Servicer or any Depositor will request delivery of a certification under clause (iv) above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
Appears in 4 contracts
Sources: Servicing Agreement (HSI Asset Securitization CORP Trust 2007-Nc1), Servicing Agreement (HSI Asset Securitization CORP Trust 2006-He2), Servicing Agreement (HASCO Trust 2007-He2)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b31.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect i▇▇▇▇▇ ▇▇▇▇ ▇▇▇pect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i31.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii31.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0631.06.
Appears in 3 contracts
Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-1xs), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-2ax), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-11)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementE hereto;
(ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b11.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Servicer, in the form attached hereto as Exhibit 6. A.
(b) The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i11.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 E hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii11.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0611.06.
Appears in 3 contracts
Sources: Reconstitution Agreement (HarborView 2007-7), Reconstitution Agreement (HarborView 2007-2), Servicing Agreement (Harborview 2006-Bu1)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 N hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6M; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any offering document or registration statement. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 N hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.0613.06.
Appears in 3 contracts
Sources: Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar), Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementB hereto;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to AB and deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. A. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement Reg AB Addendum or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062.06.
Appears in 3 contracts
Sources: Flow Sale and Servicing Agreement (Luminent Mortgage Trust 2006-6), Regulation Ab Compliance Addendum (Banc of America Funding 2006-I Trust), Regulation Ab Compliance Addendum (Banc of America Funding 2006-8t2 Trust)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 34.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 34.06.
Appears in 3 contracts
Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-13), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b31.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i31.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii31.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0631.06.
Appears in 3 contracts
Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-13), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser, any master servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such master servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such master servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement12 hereto;
(ii) deliver to the Owner Purchaser, any master servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such master servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any master servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSubsection; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller in the form attached hereto as Exhibit 611. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 12 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 13.06.
Appears in 3 contracts
Sources: Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-Ar4), Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2006-Ar7), Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-6)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementC;
(ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner Owner, any Master Servicer or any Depositor not later than February 1 of the calendar year Depositor, deliver, and cause each Subservicer and Subcontractor as described in which such certification is clause (iii) to be deliveredprovide, deliver to the Owner, any such Master Servicer and such Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. D. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 C hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0613.06.
Appears in 3 contracts
Sources: Master Servicing Agreement (Sequoia Mortgage Trust 2007-3), Master Servicing Agreement (Sequoia Mortgage Trust 2007-1), Master Servicing Agreement (Sequoia Mortgage Trust 2007-2)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect ▇▇▇▇▇▇ ▇▇▇▇ ▇espect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.
Appears in 2 contracts
Sources: Assignment, Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-4), Assignment, Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-3)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 14 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(bSubsection 13.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect ▇▇▇▇▇▇ ▇▇▇▇ ▇▇spect to a Securitization Transaction a certification in the form attached hereto as Exhibit 611. The Servicer Each Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 14 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06Subsection 13.06.
Appears in 2 contracts
Sources: Mortgage Loan Flow Purchase, Sale & Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-11), Mortgage Loan Flow Purchase, Sale & Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-15xs)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementF hereto;
(ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b10.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and, to the extent required of such Subservicer or Subcontractor under Item 1123 of Regulation AB, an annual compliance certificate as and when provided buy Section 10.04, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner Owner, any Depositor or any Depositor Master Servicer not later than February 1 March 15 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Subservicer and Subcontractor described in clause (iii) above to deliver, to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Servicer, in the form attached hereto as Exhibit 6. B. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor Owner, any Depositor or any Master Servicer will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i10.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 F hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii10.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0610.06.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (ACE Securities Corp. Home Equity Loan Trust, Series 2006-Sd3), Assignment, Assumption and Recognition Agreement (ACE Securities Corp. Home Equity Loan Trust, Series 2006-Sd1)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 5th of each calendar yearyear when the Depositor is required to file reports under the Exchange Act with respect to the related Securitization Transaction, commencing in 20072013, the Servicer Company shall:
(i) deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report (in form and substance reasonably satisfactory to the Owner and such Depositorparties) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor parties and signed by an authorized officer of the ServicerCompany, and shall address each of the “Applicable Servicing Criteria,” applying such Applicable Servicing Criteria specified in a manner such that “investor” shall mean any Master Servicer or Trustee on a certification substantially in behalf of the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreementtrust;
(ii) deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor parties that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested deliver, and cause each Subservicer, and each Subcontractor determined by the Owner Company pursuant to Section 2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver, to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not later than February 1 of been identified for the calendar year in which such certification is to be deliveredrelated Securitization Transaction, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. A. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the Applicable Servicing Criteria specified on a certification substantially in for which such Subservicer is responsible for the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to period from and after the date of such appointmentappointment of the Subservicer. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062.06.
Appears in 2 contracts
Sources: Mortgage Loan Sale and Servicing Agreement (Sequoia Mortgage Trust 2012-4), Mortgage Loan Sale and Servicing Agreement (Sequoia Mortgage Trust 2012-2)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 E hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b10.6(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. D. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i10.5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 E hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii10.5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0610.6.
Appears in 2 contracts
Sources: Servicing Agreement (GSR Mortgage Loan Trust 2006-10f), Servicing Agreement (GSR Mortgage Loan Trust 2006-Oa1)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, year commencing in 20072008, the Servicer Company shall:
(i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementG hereto;
(ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X SX under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b5.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. F. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i5.05(a)(iii) shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointmentG hereto. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii5.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.065.06.
Appears in 2 contracts
Sources: Sale and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-Oar3), Sale and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-Oar4)
Report on Assessment of Compliance and Attestation. (ai) On or before March 1 5th of each calendar year, commencing in 2007, the Servicer Company shall:
(iA) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, any Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in Exhibit A hereto (wherein "investor" shall mean the form of Exhibit 7 hereto Master Servicer) delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(iiB) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iiiC) cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b8.14(f)(ii) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation ABAB (each, a "Participating Entity") and to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 8.14(e); and
(ivD) deliver, and, if requested required by Regulation AB, cause each Subservicer and Subcontractor described in clause (C) to provide, to the Owner or Purchaser, any Master Servicer and any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and or any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6E, as such form may be amended to comply with the requirements of the Exchange Act; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any filing with the Commission. The Servicer Company acknowledges that the parties party identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i8.14(e)(i)(A) shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 A hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Participating Entity pursuant to Section 12.05(a)(iii8.14(e)(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.068.14(f).
Appears in 2 contracts
Sources: Master Mortgage Loan Purchase and Servicing Agreement (Banc of America Funding Corp), Master Mortgage Loan Purchase and Servicing Agreement (Banc of America Funding 2006-D Trust)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, Company and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementG hereto;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.26(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any such Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this SectionSection 6.06; and
(iv) if requested by the Owner or Purchaser, any Master Servicer and any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect is▇▇▇▇ ▇▇▇▇ ▇▇▇▇ect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. H. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither None of the Owner Purchaser, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iviv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 G hereto delivered to the Owner concurrently with Purchaser at the execution time of this Agreement any Securitization Transaction or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.26.
Appears in 2 contracts
Sources: Seller's Warranties and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-A2), Seller's Warranties and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-A1)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementF hereto;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, Subservicer and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b8.8(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each such Subcontractor, a “Participating Entity”), to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 8.7(a); and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any such Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. D. The Servicer acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request require delivery of a certification under clause (a)(iviv) above, above unless a such Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. Further, no certification delivered under clause (iv) above shall be filed by the Owner or such Depositor or any designee thereof as an exhibit to, or otherwise included in, any filing with the Commission.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i8.7(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 F hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of on which such appointmentSubservicer is appointed. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii8.7(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.068.8(b).
Appears in 2 contracts
Sources: Servicing Agreement (GSR Mortgage Loan Trust 2007-3f), Servicing Agreement (GSR Mortgage Loan Trust 2006-8f)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b31.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect is▇▇▇▇ ▇▇▇▇ ▇▇▇▇ect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i31.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii31.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0631.06.
Appears in 2 contracts
Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-16ax), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-8ar)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 10th of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(bSubsection 34.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with b▇▇▇▇▇ ▇▇▇▇▇▇ ▇ith respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06Subsection 34.06.
Appears in 2 contracts
Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-5ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-6ar)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementB hereto;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b6(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be delivered, deliver provide to the OwnerPurchaser, any Master Servicer any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification signed by the appropriate officer of the Company in the form attached hereto as Exhibit 6A; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any offering document or registration statement. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Prime Mortgage Trust 2006-Cl1), Pooling and Servicing Agreement (Prime Mortgage Trust 2007-3)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 10th of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 34.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect issu▇▇ ▇▇▇▇ ▇▇▇▇▇▇t to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 34.06.
Appears in 2 contracts
Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-15xs), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-12xs)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 612. The Servicer Each Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.
Appears in 2 contracts
Sources: Mortgage Loan Flow Purchase, Sale & Servicing Agreement (GSR Mortgage Loan Trust 2007-Ar1), Mortgage Loan Flow Purchase, Sale & Servicing Agreement (GSR 2006-5f)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 10th of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 34.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect ▇▇▇▇▇▇ ▇▇▇▇ ▇▇spect to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 34.06.
Appears in 2 contracts
Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-2ax), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-5ar)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 34.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Subsection 34.06.
(c) The obligations of the Servicer, each Subservicer and each Subcontractor under this Section 12.0634.05 apply to the Servicer and each Subservicer and Subcontractor for any year in which the Servicer, such Subservicer or Subcontractor during the prior calendar year (or any portion thereof) acted in such capacity with respect to a Mortgage Loan included in such Securitization Transaction, whether or not such Servicer, Subservicer or Subcontractor is acting in such capacity at the time such assessment of compliance and related accountant’s attestation or Sarbanes Certification is required to be delivered.
Appears in 2 contracts
Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 10th of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 34.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect is▇▇▇▇ ▇▇▇▇ ▇▇▇▇ect to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 34.06.
Appears in 2 contracts
Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-13arx), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-8ar)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 5 of each calendar year, commencing in 20072008, the Servicer Seller shall:
(i) deliver to the Owner Purchaser, the Master Servicer and any the Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in Exhibit 11 hereto (wherein "investor" shall mean the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementMaster Servicer);
(ii) deliver to the Owner Purchaser, the Master Servicer and any the Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) if required by Regulation AB, cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 12A.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation ABAB (each, a "Participating Entity"), to deliver to the Owner Purchaser, the Master Servicer and any the Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this SectionSubsection 12A.05; and
(iv) deliver or, if requested required by the Owner or any Depositor not later than February 1 of the calendar year Regulation AB, cause each Subservicer and Subcontractor described in which such certification is Subsection 12A.05(iii) above to be delivered, deliver to the OwnerPurchaser, any the Master Servicer, the Depositor and or any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 610; provided that such certification delivered by the Seller may not be filed as an exhibit to, or included in, any filing with the Commission. The Servicer Seller acknowledges that the parties party identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser, any Depositor nor any Depositor Master Servicer will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 12A.05(a)(i) shall address each of the applicable Servicing Criteria specified on a certification substantially in Exhibit 11 hereto (wherein "investor" shall mean the form of Exhibit 7 hereto Master Servicer) delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Participating Entity pursuant to Section 12.05(a)(iiiSubsection 12A.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 12A.06.
Appears in 2 contracts
Sources: Master Mortgage Loan Purchase and Servicing Agreement (Merrill Lynch Mortgage Backed Securities Trust, Series 2007-3), Master Mortgage Loan Purchase and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-Oar5)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 10th of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 34.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect i▇▇▇▇▇ ▇▇▇▇ ▇▇▇pect to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 34.06.
Appears in 2 contracts
Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-17xs), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-2)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 8 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 67. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0613.06.
Appears in 2 contracts
Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser, any master servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such master servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such master servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement12 hereto;
(ii) deliver to the Owner Purchaser, any master servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such master servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any master servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSubsection; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller in the form attached hereto as Exhibit 611. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 12 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 13.06.
Appears in 2 contracts
Sources: Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-Ar1), Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2006-Ar6)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Interim Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Interim Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Interim Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Interim Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect to w▇▇▇ ▇▇▇▇▇▇▇ ▇▇ a Securitization Transaction a certification in the form attached hereto as Exhibit 611. The Interim Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Interim Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Interim Servicer pursuant to Section 12.0613.06.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2007-He3), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2007-1)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 10th of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement13 hereto;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSection 10.06 and, to the extent required of such Subservicer or Subcontracter under Item 1123 of Regulation AB, our annual compliance certificate as and when provided by Section 10.05; and
(iv) if requested by the Owner or any Depositor not later than February 1 March 10 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Subservicer and each Subcontracter described in clause (iii) above to deliver, to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 612. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither None of the Owner Purchaser, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i10.06(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii10.06(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.0610.07.
Appears in 2 contracts
Sources: Master Seller’s Purchase, Warranties and Interim Servicing Agreement (MASTR Alternative Loan Trust 2006-3), Master Seller’s Purchase, Warranties and Interim Servicing Agreement (MASTR Asset Securitization Trust 2006-2)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b1.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6A; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any offering document or registration statement. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i1.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii1.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.061.06.
Appears in 1 contract
Sources: Mortgage Loan Seller/Servicer Agreement (Luminent Mortgage Trust 2006-7)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 10th of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 34.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect ▇▇▇▇▇▇ ▇▇▇▇ ▇espect to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 34.06.
Appears in 1 contract
Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-1ar)
Report on Assessment of Compliance and Attestation. (a) On or before March September 1 of each calendar year, commencing in 20072006, the Servicer Mortgage Manager shall:
(i) deliver to the Owner and any Depositor Trust Manager a report (in form and substance reasonably satisfactory to the Owner and such DepositorTrust Manager) regarding the Servicer’s Mortgage Manager's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Trust Manager and signed by an authorized officer of the ServicerMortgage Manager, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Trust Manager concurrently with the execution of this Agreementletter agreement;
(ii) deliver to the Owner and any Depositor Trust Manager a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Trust Manager that attests to, and reports on, the assessment of compliance made by the Servicer Mortgage Manager and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Mortgage Manager pursuant to Section 12.06(bclause 2.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor Trust Manager an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Sectionclause; and
(iv) if requested by the Owner or any Depositor Trust Manager not later than February August 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor Trust Manager and any other Person entity that will be responsible for signing the certification (a “Sarbanes "▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. A. The Servicer Mortgage Manager acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Mortgage Manager pursuant to such clause in signing a Sarbanes Certification ▇▇▇▇▇▇▇▇-▇▇▇▇▇ certification and filing such with the Commission. Neither the Owner nor any Depositor The Trust Manager will not request delivery of a certification under clause (a)(iv) above, above unless a Depositor the Trust Manager is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iclause 2.05
(a) (i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Trust Manager concurrently with the execution of this Agreement letter agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiclause 2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Mortgage Manager pursuant to Section 12.06clause 2.06.
Appears in 1 contract
Sources: Side Letter to the Mortgage Origination and Management Agreement (Me Portfolio Management LTD)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit Attachment 7 hereto delivered to the Owner concurrently with Assignment, Assumption and Recognition Agreement, dated as of April 1, 2006 among ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Lending, Inc., ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Investors, Inc., and the execution of this AgreementSeller;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(b11.33(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to AB and deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller, in the form attached hereto as Exhibit 6Attachment 6 to the Assignment, Assumption and Recognition Agreement, dated as of April 1, 2006 among ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Lending, Inc., ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Investors, Inc., and the Seller. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i11.32(a)(i) shall address each of the Servicing Criteria specified on a certification certification, substantially in the form of Exhibit Attachment 7 hereto to the Assignment, Assumption and Recognition Agreement, dated as of April 1, 2006 among ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Lending, Inc., ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Investors, Inc., and the Seller, delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii11.32(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.0611.33.
Appears in 1 contract
Sources: Assignment, Assumption and Recognition Agreement (Merrill Lynch Investors Trust, Series 2006-A2)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 34.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect is▇▇▇▇ ▇▇▇▇ ▇▇▇▇ect to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 34.06.
Appears in 1 contract
Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-15xs)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementB hereto;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to AB and deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. A. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(ba) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement Reg AB Addendum or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062.06.
Appears in 1 contract
Sources: Flow Sale and Servicing Agreement (Banc of America Funding 2006-D Trust)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 20072008, the Servicer Seller shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit Attachment 7 hereto delivered to the Owner concurrently with Assignment, Assumption and Recognition Agreement, dated as of January 1, 2007 among ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Lending, Inc., ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Investors, Inc., and the execution of this AgreementSeller;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(b11.33(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to AB and deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller, in the form attached hereto as Exhibit 6Attachment 6 to the Assignment, Assumption and Recognition Agreement, dated as of January 1, 2007 among ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Lending, Inc., ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Investors, Inc., and the Seller. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i11.32(a)(i) shall address each of the Servicing Criteria specified on a certification certification, substantially in the form of Exhibit Attachment 7 hereto to the Assignment, Assumption and Recognition Agreement, dated as of January 1, 2007 among ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Lending, Inc., ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Investors, Inc., and the Seller, delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.Section
Appears in 1 contract
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser, any Depositor, and any Depositor Master Servicer a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the applicable Servicing Criteria as specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreementcertification attached as Annex II hereto;
(ii) deliver to the Owner Purchaser, any Depositor, and any Depositor Master Servicer a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) of this Reg AB Addendum to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Depositor, and any Depositor Master Servicer an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. Annex I. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) of this Reg AB Addendum shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 Annex II hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement Reg AB Addendum or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) of this Reg AB Addendum need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062.06 of this Reg AB Addendum.
Appears in 1 contract
Sources: Flow Sale and Servicing Agreement (Lares Asset Securitization, Inc.)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b15.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect issu▇▇ ▇▇▇▇ ▇▇▇▇▇▇t to a Securitization Transaction a certification in the form attached hereto as Exhibit 617. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i15.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii15.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0615.06.
Appears in 1 contract
Sources: Servicing Rights Purchase and Servicing Agreement (GSAA Home Equity Trust 2006-2)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 20072008, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 10 hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b14.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSection 14.05; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 69. The Servicer acknowledges that the parties identified this Section 14.05(a)(iv) may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under this Section 14.05(a)(iv) unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i14.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 10 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii14.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0614.06.
Appears in 1 contract
Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-12)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementB hereto;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to AB and deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect ▇▇▇▇ ▇▇spect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. A. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement Reg AB Addendum or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062.06.
Appears in 1 contract
Sources: Flow Sale and Servicing Agreement (Luminent Mortgage Trust 2006-7)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit Attachment 7 hereto delivered to the Owner concurrently with Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006 among ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Lending, Inc., ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Investors, Inc., and the execution of this AgreementSeller;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(b11.33(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to AB and deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller, in the form attached hereto as Exhibit 6Attachment 6 to the Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006 among ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Lending, Inc., ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Investors, Inc., and the Seller. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i11.32(a)(i) shall address each of the Servicing Criteria specified on a certification certification, substantially in the form of Exhibit Attachment 7 hereto to the Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006 among ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Lending, Inc., ▇▇▇▇▇▇▇ ▇▇▇▇▇ Mortgage Investors, Inc., and the Seller, delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii11.32(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.0611.33.
Appears in 1 contract
Report on Assessment of Compliance and Attestation. (ai) On or before March 1 5 of each calendar year, commencing in 2007, the Servicer Company shall:
(iA) deliver to the Owner Purchaser, the Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this AgreementAgreement (wherein “Investor” shall be deemed to mean the Master Servicer on behalf of the trust);
(iiB) deliver to the Owner Purchaser, any Depositor and any Depositor Master Servicer a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iiiC) cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b2(f)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Owner Purchaser, any Depositor and any Depositor Master Servicer an assessment of compliance and accountants’ attestation as and when provided in paragraphs (aA) and (bB) of this SectionSection 2(e); and
(ivD) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is deliver, and cause each Participating Entity to be delivereddeliver, deliver to the OwnerPurchaser, any Depositor and Depositor, any Master Servicer or any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6A; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any filing with the Commission. The Servicer Company acknowledges that the parties party identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2(e)(i)(A) shall address each of the applicable Servicing Criteria specified on a certification substantially in Exhibit B hereto (wherein “Investor” shall mean the form of Exhibit 7 hereto Master Servicer) delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Participating Entity pursuant to Section 12.05(a)(iii2(e)(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062(f).
37. Section 2(f)(i) of Amendment Reg AB is hereby amended by adding the words “, any Master Servicer” after the word “Purchaser” in the first sentence.
38. Section 2(f)(ii) of Amendment Reg AB is hereby amended by adding the words “, any Master Servicer” after the word “Purchaser” in such section and by adding the words “and certification” after the word “attestation” in the last sentence of the second paragraph of such section.
Appears in 1 contract
Sources: Reconstituted Servicing Agreement (Harborview 2006-2)
Report on Assessment of Compliance and Attestation. (a) On With respect to any Mortgage Loans that are the subject of a Securitization Transaction, on or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and Owner, any Master Servicer or any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, Servicer and shall address each of the "Applicable Servicing Criteria" specified substantially on Exhibit H hereto (or those Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered otherwise mutually agreed to by the Owner concurrently with and the execution Servicer in response to evolving interpretations of this AgreementRegulation AB;
(ii) deliver to the Owner and Owner, any Master Servicer or any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of the compliance made by the Servicer and delivered pursuant to the preceding .preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-2- 02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, Subservicer and each Subcontractor Subcontractor, determined by the Company Servicer pursuant to Section 12.06(b4.24(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 6.06; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and each Subcontractor described in which such certification is clause (iii) to be delivered, deliver to the Owner, any Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Sarbanes-Oxley Act of 200▇) ▇▇ ▇▇▇▇▇▇ ▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of f an asset-backed issuer with respect to a Securitization Transaction a certification signed by the appropriate officer of the Servicer in the form attached hereto as Exhibit 6. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) I. Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.064.24. The Servicer acknowledges that the parties identified in clause (iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner, any Master Servicer or any Depositor will request delivery of a certification under clause (iv) above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
Appears in 1 contract
Sources: Servicing Agreement (HSI Asset Loan Obligation Trust 2006-2)
Report on Assessment of Compliance and Attestation. (ai) On or before March 1 5 of each calendar year, commencing in 2007, the Servicer Company shall:
(iA) deliver to the Owner Purchaser, Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this AgreementAgreement (wherein “Investor” shall be deemed to mean the Master Servicer on behalf of the trust);
(iiB) deliver to the Owner Purchaser, any Depositor and any Depositor Master Servicer a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iiiC) cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b2(f)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Owner Purchaser,any Depositor and any Depositor Master Servicer an assessment of compliance and accountants’ attestation as and when provided in paragraphs (aA) and (bB) of this SectionSection 2(e); and
(ivD) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is deliver, and cause each Participating Entity to be delivereddeliver, deliver to the OwnerPurchaser, any Depositor and Depositor, any Master Servicer or any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification signed by the appropriate officer of the Company in the form attached hereto as Exhibit 6A; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any filing with the Commission. The Servicer Company acknowledges that the parties party identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2(e)(i)(A) shall address each of the applicable Servicing Criteria specified on a certification substantially in Exhibit B hereto (wherein “Investor” shall mean the form of Exhibit 7 hereto Master Servicer) delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Participating Entity pursuant to Section 12.05(a)(iii2(e)(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062(f).
Appears in 1 contract
Sources: Servicing Agreement (Zuni 2006-Oa1)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 5 of each calendar year, commencing in 20072008, the Servicer Seller shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementK hereto;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSection and, to the extent required of such Subservicer or such Subcontractor under Item 1123 of Regulation AB, an annual compliance certification as and when required under Section 12. 04; and
(iv) if requested by the Owner Purchaser, any Master Servicer or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Subservicer and Subcontractor described in clause (iii) above to deliver, to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller, in the form attached hereto as Exhibit 6J. None of the Purchaser, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iv) above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 K hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06.
Appears in 1 contract
Sources: Purchase Agreement (MASTR Asset Securitization Trust 2007-2)
Report on Assessment of Compliance and Attestation. (a) On (I) For so long as the trust created by this Agreement is subject to the reporting requirements of the Exchange Act, the Servicer shall, using reasonable best efforts on or before March 1 of each calendar year, but no later than March 15 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Seller, the Trustee and any the Depositor a report (in form and substance reasonably satisfactory to the Owner Seller and such the Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Seller and such the Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner Seller concurrently with the execution of this Agreement;
(ii) deliver to the Owner Seller, the Trustee and any the Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Seller and such the Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; immediately upon receipt of such report, the Servicer shall, at its own expense, furnish a copy of such report to the Trustee and each Rating Agency. Copies of such statement 140 shall be provided by the Trustee to any Certificateholder upon request, provided that such statement is delivered by the Servicer to the Trustee;
(iii) cause each SubservicerSub-Servicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Seller, the Trustee and any the Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner Seller or any the Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerSeller, any the Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Sarbanes-Oxley Act of ▇▇▇▇) ▇▇▇▇-▇▇▇▇▇ Act of 2002) on n behalf of an asset-backed issuer with respect to a Securitization Transaction the transactions contemplated by this Agreement, a certification in the form attached hereto as Exhibit 6. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.I-1; and
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Carrington Mortgage Loan Trust, Series 2006-Fre2)
Report on Assessment of Compliance and Attestation. (ai) On or before March 1 5 of each calendar year, commencing in 2007, the Servicer Company shall:
(iA) deliver to the Owner Purchaser (or the Trustee on behalf of the Purchaser), the Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser (or the Trustee on behalf of the Purchaser), such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this AgreementAgreement (wherein “Investor” shall be deemed to mean the Master Servicer on behalf of the trust);
(iiB) deliver to the Owner Purchaser (or the Trustee on behalf of the Purchaser), any Depositor and any Depositor Master Servicer a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iiiC) cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b2(f)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Owner Purchaser (or the Trustee on behalf of the Purchaser), any Depositor and any Depositor Master Servicer an assessment of compliance and accountants’ attestation as and when provided in paragraphs (aA) and (bB) of this SectionSection 2(e); and
(ivD) if requested by deliver, and cause each Participating Entity to deliver, to the Owner Purchaser (or any Depositor not later than February 1 the Trustee on behalf of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser), any Depositor and Depositor, any Master Servicer or any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6A; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any filing with the Commission. The Servicer Company acknowledges that the parties party identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2(e)(i)(A) shall address each of the applicable Servicing Criteria specified on a certification substantially in Exhibit B hereto (wherein “Investor” shall mean the form of Exhibit 7 hereto Master Servicer) delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Participating Entity pursuant to Section 12.05(a)(iii2(e)(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062(f).
39. Section 2(f)(i) of Amendment Reg AB is hereby amended by adding the words “, any Master Servicer” after the word “Purchaser” in the first sentence.
40. Section 2(f)(ii) of Amendment Reg AB is hereby amended by adding the words “, any Master Servicer” after the word “Purchaser” in such section and by adding the words “and certification” after the word “attestation” in the last sentence of the second paragraph of such section.
41. Section 2(g)(i) of Amendment Reg AB is hereby amended by adding the following subpart:
Appears in 1 contract
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.
Appears in 1 contract
Sources: Flow Servicing Agreement (GSR Mortgage Loan Trust 2007-1f)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 8 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect ▇▇▇▇▇▇ ▇▇▇▇ ▇espect to a Securitization Transaction a certification in the form attached hereto as Exhibit 67. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0613.06.
Appears in 1 contract
Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-2ax)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3l-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.
Appears in 1 contract
Sources: Servicing Agreement (GSR Mortgage Loan Trust 2006-8f)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 5 of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser, any master servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such master servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such master servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement14 hereto;
(ii) deliver to the Owner Purchaser, any master servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such master servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 30.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any master servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSubsection; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller, in the form attached hereto as Exhibit 613. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 30.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 14 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 30.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 30.06.
Appears in 1 contract
Sources: Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-Ar1)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser, any master servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such master servicer and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such master servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement12 hereto;
(ii) deliver to the Owner Purchaser, any master servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such master servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 13.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any master servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this SectionSubsection; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect ▇▇▇▇ ▇▇▇▇▇▇t to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller in the form attached hereto as Exhibit 611. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 12 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 13.06.
Appears in 1 contract
Sources: Master Mortgage Loan Purchase and Interim Servicing Agreement (Luminent Mortgage Trust 2007-2)
Report on Assessment of Compliance and Attestation. (a) On (1) In the event that TRS is not the Servicer, then on or before the earlier of (a) March 1 31 and (b) 30 days prior to the date on which the Trust is required to file the report on Form 10-K in each calendar year, and (2) in the event that TRS or an affiliate of TRS is the Servicer, then on or before the date on which the Trust is required to file the report on Form 10- K in each calendar year, commencing in 20072019, the Servicer shall:
(i) deliver to the Owner and any Depositor Transferor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Transferor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in Exhibit D or such criteria as mutually agreed upon by the form of Exhibit 7 hereto delivered to Transferor and the Owner concurrently with the execution of this AgreementServicer;
(ii) deliver to the Owner and any Depositor Transferor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Transferor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-1- 02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, Servicing Participant to deliver to the Owner and any Depositor Transferor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 9.4; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor Transferor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer the Trust or the Transferor with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. C. The Servicer acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i9.4(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 D hereto delivered to each Transferor upon reasonable request of the Owner concurrently with Transferor after the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Servicing Participant (other than the Servicer or any Subservicer) pursuant to Section 12.05(a)(iii9.4(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.069.5.
Appears in 1 contract
Sources: Servicing Agreement
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 14 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(bSubsection 13.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 611. The Servicer Each Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 14 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06Subsection 13.06.
Appears in 1 contract
Report on Assessment of Compliance and Attestation. (a) On or before March 1 5 of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementB hereto;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a nationally recognized registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(b2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to AB and deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇Sa▇▇▇▇▇▇-▇▇▇▇▇ Act ▇ct of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller, in the form attached hereto as Exhibit 6. A. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement Reg AB Addendum or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.062.06.
Appears in 1 contract
Sources: Regulation Ab Compliance Addendum (MASTR Asset Securitization Trust 2006-3)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 8 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect is▇▇▇▇ ▇▇▇▇ ▇▇▇▇ect to a Securitization Transaction a certification in the form attached hereto as Exhibit 67. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0613.06.
Appears in 1 contract
Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-3xs)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementB hereto;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b6(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be delivered, deliver provide to the OwnerPurchaser, any Master Servicer any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇Sar▇▇▇▇▇-▇▇▇▇▇ Act ▇▇t of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification signed by the appropriate officer of the Company in the form attached hereto as Exhibit 6A; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any offering document or registration statement. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointmentB hereto. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.066.
Appears in 1 contract
Sources: Purchase, Warranties and Servicing Agreement (Prime Mortgage Trust 2007-1)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 the 60th day following the end of each calendar yearfiscal year of the Trust and BA Credit Card Trust, commencing in 20072006, the Servicer shall:
(i) deliver to the Owner and any Depositor Transferor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Transferor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in Exhibit E or such criteria as mutually agreed upon by the form of Exhibit 7 hereto delivered to Transferor and the Owner concurrently with the execution of this AgreementServicer;
(ii) deliver to the Owner and any Depositor Transferor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Transferor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, Servicing Participant to deliver to the Owner and any Depositor Transferor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (ai) and (bii) of this Sectionsubsection; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor Transferor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) Certification on behalf of an asset-backed issuer the Trust, BA Credit Card Trust or the Transferor with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. D. The Servicer acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(isubsection 23(f)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 E hereto delivered to the Owner concurrently with Transferor upon reasonable request of the Transferor after the execution of this the Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Servicing Participant (other than the Servicer or any Subservicer) pursuant to Section 12.05(a)(iiisubsection 23(f)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06subsection 23(g).
Appears in 1 contract
Sources: Series 2001 D Supplement (BA Credit Card Funding, LLC)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 VII hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b10.2(b)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6VI. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i9.5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 VII hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii9.5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0610.2.
Appears in 1 contract
Sources: Servicing Agreement (Bayview Financial Mortgage Pass-Through Trust 2006-A)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 20072008, the Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor the Master Servicer a report (in form and substance reasonably satisfactory to the Owner and Purchaser, such DepositorMaster Servicer) regarding the Servicer’s assessment of compliance with the applicable Servicing Criteria specified in the last sentence of this clause (i) during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and Purchaser, such Depositor Master Servicer and signed by an authorized officer of the Servicer, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement8 hereto;
(ii) deliver to the Owner Purchaser and any Depositor the Master Servicer a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(bSubsection 13A.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB and for which the Servicer is not taking responsibility for as a “vendor” under Section 17.06 of the SEC’s Division of Corporate Finance Manual of Publicly Available Telephone Interpretations related to Regulation AB and related rules, to deliver to the Owner Purchaser and any Depositor the Master Servicer an assessment of compliance and accountants’ attestation as and when provided in paragraphs (aa)(i)-(ii) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) above to be delivereddeliver, deliver to the OwnerPurchaser, any Depositor the Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction securitization transaction a certification certification, signed by the appropriate officer of such Person, substantially in the form attached hereto as Exhibit 67-1. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor the Master Servicer or any Depositor other Person will request delivery of a certification under clause (a)(iv) above, above unless a Depositor the Purchaser is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 13A.05(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 8 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 13A.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06Subsection 13A.06.
Appears in 1 contract
Sources: Mortgage Loan Purchase and Servicing Agreement (PHH Alternative Mortgage Trust, Series 2007-3)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the “Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 P hereto (with any modifications thereto agreed to by the Company and the Purchaser) delivered to the Owner Purchase concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-1 02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSection and, to the extent required of such Subservicer or such Subcontractor under Item 1123 of Regulation AB, an annual compliance certification as and when required under Section 13.04; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) above to be delivereddeliver, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6O provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any offering document or registration statement. None of the Purchaser, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iv) above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 P hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.0613.06.
Appears in 1 contract
Sources: Master Seller’s Warranties and Servicing Agreement (MASTR Asset Securitization Trust 2007-1)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 10 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Owner, the Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, the Master Servicer and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, the Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementEXHIBIT H hereto;
(ii) deliver to the Owner Owner, the Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, the Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, Subservicer and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b8.8(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation ABAB (each such Subcontractor, a "Participating Entity"), to deliver to the Owner Owner, the Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 8.7(a); and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is deliver, and cause each Subservicer and each Participating Entity to be delivereddeliver, deliver to the OwnerPurchaser, any Depositor Depositor, the Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of such Person, in the form attached hereto as Exhibit 6. EXHIBIT D. The Servicer acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request require delivery of a certification under clause (a)(iviv) above, above unless a such Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. Further, no certification delivered under clause (iv) above shall be filed by the Owner or such Depositor or any designee thereof as an exhibit to, or otherwise included in, any filing with the Commission.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i8.7(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 EXHIBIT H hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of on which such appointmentSubservicer is appointed. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii8.7(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.068.8(b).
Appears in 1 contract
Sources: Servicing Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-Af1)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 December of each calendar year, commencing in 2007, the Servicer each Servicing Function Participant shall:
(i) deliver to the Owner and any Depositor Manager a report (in form and substance reasonably satisfactory to the Owner and such DepositorManager) regarding the Servicer’s such Servicing Function Participant's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, financial year ended 30 September as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Manager and signed by an authorized authorised officer of the Servicersuch Servicing Function Participant, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto schedule 1 to this Agency Agreement delivered to the Owner Manager concurrently with the execution of this Agency Agreement;
(ii) deliver to the Owner and any Depositor Manager a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Manager that attests to, and reports on, the assessment of compliance made by the Servicer such Servicing Function Participant and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;; and
(iii) cause each Subservicer, if any, and each Subcontractor Subcontractor, if any, determined by the Company such Servicing Function Participant pursuant to Section 12.06(bclause 29.6(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor Manager an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans29.4.
(b) Each assessment of compliance provided by a Subservicer Subservicer, if any, pursuant to Section 12.05(a)(i) this clause 29.4 shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto schedule 1 to this Agency Agreement, delivered to the Owner Manager concurrently with the execution of this Agency Agreement or, in the case of a Subservicer Subservicer, if any, subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiclause 29.4(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer relevant Servicing Function Participant pursuant to Section 12.06clause 29.5.
Appears in 1 contract
Sources: Agency Agreement (Crusade Global Trust No. 1 of 2007)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementF hereto;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, Subservicer and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b8.8(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each such Subcontractor, a “Participating Entity”), to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 8.7(a); and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any such Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. D. The Servicer acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request require delivery of a certification under clause (a)(iviv) above, above unless a such Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. Further, no certification delivered under clause (iv) above shall be filed by the Owner or such Depositor or any designee thereof as an exhibit to, or otherwise included in, any filing with the Commission.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i8.7(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 F hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of on which such appointmentSubservicer is appointed. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii8.7(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.068.8(b).
Appears in 1 contract
Sources: Servicing Agreement (GSR Mortgage Loan Trust 2006-9f)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 8 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect ▇▇▇▇▇▇ ▇▇▇▇ ▇▇spect to a Securitization Transaction a certification in the form attached hereto as Exhibit 67. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0613.06.
Appears in 1 contract
Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-17xs)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 1st of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Master Servicer and any the Depositor a report (in form and substance reasonably satisfactory to the Owner Master Servicer and such the Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Master Servicer and such the Depositor and signed by an authorized officer of the Servicer, and shall address each all of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementH;
(ii) deliver to the Owner Master Servicer and any the Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Master Servicer and such the Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b7.04(c) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Master Servicer and any the Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the OwnerMaster Servicer, any the Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 20022002 (“▇▇▇▇▇▇▇▇-▇▇▇▇▇”)) on behalf of an asset-backed issuer the Trust Fund with respect to the transaction relating to this Agreement a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. F. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Master Servicer nor any the Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loansthe Trust Fund.
(b) Each In the case of a Subservicer appointed subsequent to this Agreement, each assessment of compliance provided by a such Subservicer pursuant to Section 12.05(a)(i5.05(a)(i) shall address each all of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii5.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.067.04.
Appears in 1 contract
Sources: Securitization Subservicing Agreement (Sail 2006-3)
Report on Assessment of Compliance and Attestation. (a) On With respect to any Mortgage Loans that are the subject of a Securitization Transaction, on or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser and any Depositor Depositor, or if W▇▇▇▇ Fargo Bank, N.A. is the master servicer, to the master servicer a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor, or if W▇▇▇▇ Fargo Bank, N.A. is the master servicer) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor Depositor, or if W▇▇▇▇ Fargo Bank, N.A. is the master servicer, to the master servicer and signed by an authorized officer of the Servicer, Company and shall address each of the “Applicable Servicing Criteria” specified on Exhibit H hereto (or those Servicing Criteria specified on otherwise mutually agreed to by the Purchaser, the Company or any successor Person that will be responsible for signing any Sarbanes Certification with respect to a certification substantially Securitization Transaction in the form response to evolving interpretations of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementRegulation AB);
(ii) deliver to the Owner Purchaser and any Depositor Depositor, or if W▇▇▇▇ Fargo Bank, N.A. is the master servicer, to the master servicer a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor Depositor, or if W▇▇▇▇ Fargo Bank, N.A. is the master servicer, to the master servicer that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, Subservicer and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.25(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 6.06; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and each Subcontractor described in which such certification is clause (iii) above to be delivered, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. I. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.25.
Appears in 1 contract
Sources: Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 34.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 34.06.
Appears in 1 contract
Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 1st of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Master Servicer and any the Depositor a report (in form and substance reasonably satisfactory to the Owner Master Servicer and such the Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Master Servicer and such the Depositor and signed by an authorized officer of the Servicer, and shall address each all of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementH;
(ii) deliver to the Owner Master Servicer and any the Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Master Servicer and such the Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b7.04(c) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Master Servicer and any the Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 28th of the calendar year in which such certification is to be delivered, deliver to the OwnerMaster Servicer, any the Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇Sar▇▇▇▇▇-▇▇▇▇▇ Act ▇▇t of 20022002 (“Sar▇▇▇▇▇-▇▇▇▇▇”)) on behalf of an asset-backed issuer the Trust Fund with respect to a Securitization Transaction the transaction relating to this Agreement a certification in the form attached hereto as Exhibit 6. F. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Master Servicer nor any the Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loansthe Trust Fund.
(b) Each In the case of a Subservicer appointed subsequent to this Agreement, each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i5.05(a)(i) shall address each all of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii5.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.067.04.
Appears in 1 contract
Sources: Securitization Servicing Agreement (TBW Mortgage-Backed Trust Series 2006-4)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 [1] of each calendar year, commencing in 2007, the Servicer Company shall:
(i1) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 [B] hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii2) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii3) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.07(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv4) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect ▇▇▇▇ ▇▇▇▇▇▇▇ to a Securitization Transaction a certification in the form attached hereto as Exhibit 6[A]. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 [B] hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.06(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.0613.06.
Appears in 1 contract
Report on Assessment of Compliance and Attestation. (a) On or before March 1 5th of each calendar yearyear when the Depositor is required to file reports under the Exchange Act with respect to the related Securitization Transaction, commencing in 20072011, the Servicer Company shall:
: (i) deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report (in form and substance reasonably satisfactory to the Owner and such Depositorparties) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor parties and signed by an authorized officer of the ServicerCompany, and shall address each of the “Applicable Servicing Criteria,” applying such Applicable Servicing Criteria specified in a manner such that “investor” shall mean any Master Servicer or Trustee on a certification substantially in behalf of the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement;
trust; (ii) deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor parties that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
and (iv) if requested deliver, and cause each Subservicer, and each Subcontractor determined by the Owner Company pursuant to Section 2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver, to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not later than February 1 of been identified for the calendar year in which such certification is to be deliveredrelated Securitization Transaction, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. A. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.
Appears in 1 contract
Sources: Purchase Agreement
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 20072008, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b31.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i31.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii31.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0631.06.
Appears in 1 contract
Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-4sl)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 14 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(bSubsection 13.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect ▇▇▇▇▇▇ ▇▇▇▇ ▇espect to a Securitization Transaction a certification in the form attached hereto as Exhibit 611. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 14 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06Subsection 13.06.
Appears in 1 contract
Sources: Mortgage Loan Flow Purchase, Sale & Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-2)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositorparticipants in secondary market transactions) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the “Applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementCriteria”;
(ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to participants in secondary market transactions) of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSection and, to the extent required of such Subservicer or such Subcontractor under Item 1123 of Regulation AB, an annual compliance certification as and when required under Section 2.04; and
(iv) if requested by the Owner Purchaser, any Master Servicer or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Subservicer and Subcontractor described in clause (iii) above to deliver, to the OwnerPurchaser, any Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. A. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. None of the Purchaser, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iv) above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement Reg AB Addendum or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062.06.
Appears in 1 contract
Sources: Regulation Ab Compliance Addendum (Citigroup Mortgage Loan Trust 2007-6)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, Company and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 F hereto delivered to the Owner concurrently with Purchaser at the execution time of this Agreementany Securitization Transaction;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, Subservicer and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.25(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any such Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 6.06; and
(iv) if requested by the Owner or Purchaser and any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with backe▇ ▇▇▇▇▇▇ ▇▇▇▇ respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. G. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iviv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 F hereto delivered to the Owner concurrently with Purchaser at the execution time of this Agreement any Securitization Transaction or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.25.
Appears in 1 contract
Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(bSubsection 34.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes -80- Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer ▇▇▇uer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06Subsection 34.06.
Appears in 1 contract
Sources: Master Servicing and Trust Agreement (GSAA Home Equity Trust 2006-16)
Report on Assessment of Compliance and Attestation. (ai) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall:
(i1) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the applicable Servicing Criteria specified on Exhibit 15 hereto (wherein “investor” shall mean any Master Servicer on behalf of the trust) or those Servicing Criteria otherwise mutually agreed to by the Purchaser, the Seller and any Person that will be responsible for signing any Sarbanes Certification with respect to a certification substantially Securitization Transaction in the form response to evolving interpretations of Regulation AB and incorporated into a revised Exhibit 7 hereto 15 delivered to the Owner concurrently with Purchaser at the execution time of this Agreementany Securitization Transaction;
(ii2) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii3) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(b13.06(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and
(iv4) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 614. The Servicer Seller acknowledges that the parties identified in clause (a)(ivi)(4) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(ivi)(4) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(i)(1) shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 15 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(i)(3) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.0613.06.
Appears in 1 contract
Sources: Master Mortgage Loan Purchase and Servicing Agreement (Sequoia Mortgage Trust 2007-2)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 15th of each calendar year, commencing in 2007, the Servicer shall:
(i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 E hereto delivered to the Owner concurrently with the execution of this Agreement;
(ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b10.6(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect is▇▇▇▇ ▇▇▇▇ ▇▇▇▇ect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. D. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i10.5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 E hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii10.5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0610.6.
Appears in 1 contract
Sources: Assignment, Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-1)
Report on Assessment of Compliance and Attestation. (a) On or before March 1 [1] of each calendar year, commencing in 2007, the Servicer Seller shall:
(i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement;
(ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;
(iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 34.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and
(iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the ▇▇▇▇▇▇▇▇Sarbanes-▇▇▇▇▇ Oxley Act of 2002) on behalf of an asset-backed issuer with respect issue▇ ▇▇▇▇ ▇▇▇▇▇▇▇ to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.
(b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 34.06.
Appears in 1 contract
Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Dean Witter Capital I Inc)