Common use of Reports Filed with Securities and Exchange Commission Clause in Contracts

Reports Filed with Securities and Exchange Commission. (a) Within 15 days after each Distribution Date, the Securities Administrator shall, in accordance with industry standards, file with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System ("EDGAR"), a Distribution Re▇▇▇▇ on Form 10-D with a copy of the monthly statement to be furnished by the Trustee to the Certificateholders for such Distribution Date and detailing all data elements specified in Item 1121(a) of Regulation AB as an exhibit thereto; provided that the Trustee shall have received no later than 10 days prior to the date such Distribution Report on Form 10-D is required to be filed, the following information: (i) Notice of any material modifications, extensions or waivers to Mortgage Loan terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time from the Master Servicer; (ii) Notice of any material breaches of Mortgage Loan representations or warranties or transaction covenants from the Master Servicer; (iii) Notice of any new issuance of asset-backed securities backed by the same asset pool, any pool asset changes, such as Mortgage Loan substitutions and repurchases, and cash flows available for future purchases, if applicable from the Master Servicer. (iv) A brief description of any legal proceedings pending, including proceedings known to be contemplated by governmental authorities, against the Depositor, the Sponsor and the Master Servicer or of which any property of the foregoing is the subject, that is material to Certificateholders from each of the Depositor, the Sponsor and the Master Servicer if applicable; (v) The information required by Item 2 of Part II of Form 10-Q regarding any sale of securities that are either backed by the same asset pool or are otherwise issued by the issuer, regardless of whether the transaction was registered under the Securities Act during the period covered by the report, from the Depositor; (vi) The information required by Item 3 of Part II of Form 10-Q with respect to defaults upon the senior securities during the period covered by the report, from the Master Servicer; (vii) The information required by Item 4 of Part II of Form 10-Q with respect to submission of matters to a vote of Certificateholders during the period covered by the report, from the Master Servicer; (viii) Any information required to be disclosed in a report on Form 8-K during the period covered by the report on the Form 10-D, but not reported, whether or not otherwise required by the Form 10-D from the Master Servicer; and (ix) Any exhibits to the Form 10-D from the Depositor. (b) The Securities Administrator will prepare and file Current Reports on Form 8-K in respect of the Trust at the direction and expense of the Depositor, provided, that, the Depositor, the Sponsor, the Trustee or the Master Servicer shall have timely notified the Securities Administrator of an item reportable on a Current Report on Form 8-K and shall have delivered to the Securities Administrator no later than two Business Days prior to the filing deadline for such Current Report, all information, data, and exhibits required to be provided or filed with such Current Report with respect to: (i) Any entry into a material definitive agreement, any termination of a material definitive agreement; (ii) any bankruptcy or receivership of the Depositor, the Sponsor or the Master Servicer (including any servicer that does not sign the pooling and servicing agreement and any subservicer that signs a subservicing agreement) from the Depositor, the Sponsor or the Master Servicer as applicable; (iii) A description of any triggering events that accelerate or increase a direct financial obligation or an obligation under an off-balance sheet arrangement from the Master Servicer; (iv) Any material modification to the rights of Certificateholders; (v) Any amendments of the articles of incorporation or bylaws or a change of the fiscal year of any transaction party from each of the Depositor, the Sponsor or the Master Servicer, as applicable; (vi) Any change in servicer, trustee, credit enhancement or other external support or failure to make a required distribution from the Master Servicer or Trustee as applicable; and (vii) Any Securities Act update provided by the Depositor. (c) Prior to January 30 in each year commencing in [_____], the Securities Administrator shall, in accordance with industry standards, file a Form 15 Suspension Notice with respect to the Trust Fund, if applicable. Prior to (x) March 15, [_____] and (y) unless and until a Form 15 Suspension Notice shall have been filed, prior to March 15 of each year thereafter, the Master Servicer shall provide the Trustee with a Master Servicer Annual Statement of Compliance, together with a copy of the Master Servicer Assessment of Compliance and Master Servicer Attestation Report to be delivered by the Master Servicer pursuant to Sections 4.14 and 4.15. Prior to (x) March 31, [_____] and (y) unless and until a Form 15 Suspension Notice shall have been filed, March 31 of each year thereafter, the Master Servicer shall, subject to subsection (d) below, file a Form 10-K, in substance conforming to industry standards, with respect to the Trust Fund. Such Form 10-K shall include the Master Servicer Assessment of Compliance, Master Servicer Attestation Report, Master Servicer Annual Statement of Compliance and other documentation provided by the Master Servicer pursuant to Sections 4.14 and 4.15 and the Form 10-K certification signed by the Depositor. The Depositor, the Sponsor and Master Servicer shall provide the following information, as applicable, no later than March 1 of each calendar year prior to the filing deadline for the Form 10-K: (i) Any exhibits or financial statement schedules required by Item 15 of Form 10-K from each of the Depositor, the Sponsor and Master Servicer; (ii) A description of any legal proceedings pending, including proceedings known to be contemplated by governmental authorities, against the Depositor, the Sponsor and the Master Servicer or of which any property of the foregoing is the subject, that is material to Certificateholders from each of the Depositor, the Sponsor and the Master Servicer if applicable; (iii) A description of any affiliations between the transaction parties pursuant to Item 1119 of Regulation AB from the Sponsor; and (iv) The Master Servicer Assessment of

Reports Filed with Securities and Exchange Commission. (ai) Within 15 days after each Distribution Date, the Securities Administrator Master Servicer shall, in accordance with industry standards, file with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System ("EDGAR"“▇▇▇▇▇”), a Distribution Re▇▇▇▇ Report on Form 10-D with a copy of the monthly statement to be furnished by the Trustee to the Certificateholders for such Distribution Date and detailing all data elements specified in Item 1121(a) of Regulation AB as an exhibit thereto; provided that the Trustee shall have received no later than 10 days prior to the date such Distribution Report on Form 10-D is required to be filed, the following information: (i1) Notice of any material modifications, extensions or waivers to Mortgage Loan terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time from the Master Servicer; (ii2) Notice of any material breaches of Mortgage Loan representations or warranties or transaction covenants from the Master Servicer; (iii3) Notice of any new issuance of asset-backed securities backed by the same asset pool, any pool asset changes, such as Mortgage Loan substitutions and repurchases, and cash flows available for future purchases, if applicable from the Master Servicer. (iv4) A brief description of any legal proceedings pending, including proceedings known to be contemplated by governmental authorities, against the Depositor, the Sponsor and the Master Servicer or of which any property of the foregoing is the subject, that is material to Certificateholders from each of the Depositor, the Sponsor and the Master Servicer if applicable; (v5) The information required by Item 2 of Part II of Form 10-Q regarding any sale of securities that are either backed by the same asset pool or are otherwise issued by the issuer, regardless of whether the transaction was registered under the Securities Act during the period covered by the report, from the Depositor; (vi6) The information required by Item 3 of Part II of Form 10-Q with respect to defaults upon the senior securities during the period covered by the report, from the Master Servicer; (vii7) The information required by Item 4 of Part II of Form 10-Q with respect to submission of matters to a vote of Certificateholders during the period covered by the report, from the Master Servicer; (viii) 8) Any information required to be disclosed in a report on Form 8-K during the period covered by the report on the Form 10-D, but not reported, whether or not otherwise required by the Form 10-D from the Master Servicer; and (ix9) Any exhibits to the Form 10-D from the Depositor. (bii) The Securities Administrator Master Servicer will prepare and file Current Reports on Form 8-K in respect of the Trust at the direction and expense of the Depositor, provided, that, the Depositor, the Sponsor, Sponsor or the Trustee or the Master Servicer shall have timely notified the Securities Administrator Master Servicer of an item reportable on a Current Report on Form 8-K and shall have delivered to the Securities Administrator Master Servicer no later than two Business Days prior to the filing deadline for such Current Report, all information, data, and exhibits required to be provided or filed with such Current Report with respect to: (i1) Any entry into a material definitive agreement, any termination of a material definitive agreement; (ii) agreement and any bankruptcy or receivership of the Depositor, the Sponsor or the Master Servicer (including any servicer that does not sign the pooling and servicing agreement and any subservicer that signs a subservicing agreement) from the Depositor, the Sponsor or the Master Servicer as applicable; (iii2) A description of any triggering events that accelerate or increase a direct financial obligation or an obligation under an off-balance sheet arrangement from the Master Servicer; (iv3) Any material modification to the rights of Certificateholders; (v) Any , amendments of the articles of incorporation or bylaws or a change of the fiscal year of any transaction party from each of the Depositor, the Sponsor or the Master Servicer, as applicable; (vi4) Any change in servicer, trustee, credit enhancement or other external support or failure to make a required distribution from the Master Servicer or Trustee as applicable; and (vii5) Any Securities Act update provided by the Depositor. (ciii) Prior to January 30 in each year commencing in [_____]2007, the Securities Administrator Master Servicer shall, in accordance with industry standards, file a Form 15 Suspension Notice with respect to the Trust Fund, if applicable. Prior to (x) March 15, [_____] 2007 and (y) unless and until a Form 15 Suspension Notice shall have been filed, prior to March 15 of each year thereafter, the Master Servicer shall provide the Trustee with a Master Servicer an Annual Statement of ComplianceCompliance Statement, together with a copy of the Master Servicer Assessment of Compliance and Master Servicer Attestation Report to be delivered by the Master Servicer pursuant to Sections 4.14 3.16 and 4.153.17. Prior to (x) March 31, [_____] 2008 and (y) unless and until a Form 15 Suspension Notice shall have been filed, March 31 of each year thereafter, the Master Servicer shall, subject to subsection (d) below, file a Form 10-K, in substance conforming to industry standards, with respect to the Trust Fund. Such Form 10-K shall include the Master Servicer Assessment of Compliance, Master Servicer Attestation Report, Master Servicer Annual Statement of Compliance Statements and other documentation provided by the Master Servicer pursuant to Sections 4.14 3.16 and 4.15 3.17 and the Form 10-K certification signed by the Depositor. The Depositor, the Sponsor and Master Servicer shall provide the following information, as applicable, no later than March 1 of each calendar year prior to the filing deadline for the Form 10-K: (i1) Any exhibits or financial statement schedules required by Item 15 of Form 10-K from each of the Depositor, the Sponsor and Master Servicer; (ii2) A description of any legal proceedings pending, including proceedings known to be contemplated by governmental authorities, against the Depositor, the Sponsor and the Master Servicer or of which any property of the foregoing is the subject, that is material to Certificateholders from each of the Depositor, the Sponsor and the Master Servicer if applicable; (iii3) A description of any affiliations between the transaction parties pursuant to Item 1119 of Regulation AB from the Sponsor; and (iv4) The Assessment of Compliance, Attestation Report, Annual Compliance Statements and other documentation provided by the Master Servicer pursuant to Sections 3.16 and 3.17. The Depositor hereby grants to the Master Servicer a limited power of attorney to execute and file each such document on behalf of the Depositor. Such power of attorney shall continue until either the earlier of (x) receipt by the Master Servicer from the Depositor of written termination of such power of attorney and (y) the termination of the Trust Fund. The Depositor and the Trustee each agree to promptly furnish to the Master Servicer, from time to time upon request, such further information, reports and financial statements within its control related to this Agreement, the Mortgage Loans as the Master Servicer reasonably deems appropriate to prepare and file all necessary reports with the Securities and Exchange Commission. The Master Servicer shall cooperate with the Depositor in connection with any additional filings with respect to the Trust Fund as the Depositor deems necessary under the Exchange Act. Copies of all reports filed by the Master Servicer under the Exchange Act shall be sent to the Depositor. Fees and expenses incurred by the Master Servicer in connection with this Section 3.18 shall not be reimbursable from the Trust Fund. (b) In connection with the filing of any 10-K hereunder, the Master Servicer shall sign a certification (in the form attached hereto as Exhibit G) for the Depositor regarding certain aspects of the Form 10-K certification signed by the Depositor, provided, however, that the Master Servicer shall not be required to undertake an analysis of any accountant’s report attached as an exhibit to the Form 10-K. (c) The Master Servicer Assessment ofshall indemnify and hold harmless the Depositor, the Trustee and their respective officers, directors and Affiliates from and against any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments and other costs and expenses arising out of or based upon a breach of the Master Servicer’s obligations under this Section 3.18 or the Master Servicer’s negligence, bad faith or willful misconduct in connection therewith. [[Nothing shall be construed from the foregoing subsections (a), (b) and (c) to require the Master Servicer or any officer, director or Affiliate thereof to sign any Form 10-K or any certification contained therein. Furthermore, the inability of the Master Servicer to file a Form 10-K as a result of the lack of required information as set forth in Section 3.18(a) or required signatures on such Form 10-K or any certification contained therein shall not be regarded as a breach by the Master Servicer of any obligation under this Agreement.]] Notwithstanding the provisions of Section 11.1, this Section 3.18 may be amended without the consent of the Certificateholders.

Reports Filed with Securities and Exchange Commission. (a) Within 15 days after each Distribution Date, the Securities Administrator shall, in accordance with industry standards, file with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System ("EDGAR"), a Distribution Re▇▇Distributi▇▇ ▇eport on Form 10-D with a copy of the monthly statement to be furnished by the Trustee to the Certificateholders for such Distribution Date and detailing all data elements specified in Item 1121(a) of Regulation AB as an exhibit thereto; provided that the Trustee shall have received no later than 10 days prior to the date such Distribution Report on Form 10-D is required to be filed, the following information: (i) Notice of any material modifications, extensions or waivers to Mortgage Loan terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time from the Master Servicer; (ii) Notice of any material breaches of Mortgage Loan representations or warranties or transaction covenants from the Master Servicer; (iii) Notice of any new issuance of asset-backed securities backed by the same asset pool, any pool asset changes, such as Mortgage Loan substitutions and repurchases, and cash flows available for future purchases, if applicable from the Master Servicer. (iv) A brief description of any legal proceedings pending, including proceedings known to be contemplated by governmental authorities, against the Depositor, the Sponsor and the Master Servicer or of which any property of the foregoing is the subject, that is material to Certificateholders from each of the Depositor, the Sponsor and the Master Servicer if applicable; (v) The information required by Item 2 of Part II of Form 10-Q regarding any sale of securities that are either backed by the same asset pool or are otherwise issued by the issuer, regardless of whether the transaction was registered under the Securities Act during the period covered by the report, from the Depositor; (vi) The information required by Item 3 of Part II of Form 10-Q with respect to defaults upon the senior securities during the period covered by the report, from the Master Servicer; (vii) The information required by Item 4 of Part II of Form 10-Q with respect to submission of matters to a vote of Certificateholders during the period covered by the report, from the Master Servicer; (viii) Any information required to be disclosed in a report on Form 8-K during the period covered by the report on the Form 10-D, but not reported, whether or not otherwise required by the Form 10-D from the Master Servicer; and (ix) Any exhibits to the Form 10-D from the Depositor. (b) The Securities Administrator will prepare and file Current Reports on Form 8-K in respect of the Trust at the direction and expense of the Depositor, provided, that, the Depositor, the Sponsor, the Trustee or the Master Servicer shall have timely notified the Securities Administrator of an item reportable on a Current Report on Form 8-K and shall have delivered to the Securities Administrator no later than two Business Days prior to the filing deadline for such Current Report, all information, data, and exhibits required to be provided or filed with such Current Report with respect to: (i) Any entry into a material definitive agreement, any termination of a material definitive agreement; (ii) any bankruptcy or receivership of the Depositor, the Sponsor or the Master Servicer (including any servicer that does not sign the pooling and servicing agreement and any subservicer that signs a subservicing agreement) from the Depositor, the Sponsor or the Master Servicer as applicable; (iii) A description of any triggering events that accelerate or increase a direct financial obligation or an obligation under an off-balance sheet arrangement from the Master Servicer; (iv) Any material modification to the rights of Certificateholders; (v) Any amendments of the articles of incorporation or bylaws or a change of the fiscal year of any transaction party from each of the Depositor, the Sponsor or the Master Servicer, as applicable; (vi) Any change in servicer, trustee, credit enhancement or other external support or failure to make a required distribution from the Master Servicer or Trustee as applicable; and (vii) Any Securities Act update provided by the Depositor. (c) Prior to January 30 in each year commencing in [________], the Securities Administrator shall, in accordance with industry standards, file a Form 15 Suspension Notice with respect to the Trust Fund, if applicable. Prior to (x) March 15, [________] and (y) unless and until a Form 15 Suspension Notice shall have been filed, prior to March 15 of each year thereafter, the Master Servicer shall provide the Trustee with a Master Servicer Annual Statement of Compliance, together with a copy of the Master Servicer Assessment of Compliance and Master Servicer Attestation Report to be delivered by the Master Servicer pursuant to Sections 4.14 and 4.15. Prior to (x) March 31, [________] and (y) unless and until a Form 15 Suspension Notice shall have been filed, March 31 of each year thereafter, the Master Servicer shall, subject to subsection (d) below, file a Form 10-K, in substance conforming to industry standards, with respect to the Trust Fund. Such Form 10-K shall include the Master Servicer Assessment of Compliance, Master Servicer Attestation Report, Master Servicer Annual Statement of Compliance and other documentation provided by the Master Servicer pursuant to Sections 4.14 and 4.15 and the Form 10-K certification signed by the Depositor. The Depositor, the Sponsor and Master Servicer shall provide the following information, as applicable, no later than March 1 of each calendar year prior to the filing deadline for the Form 10-K: (i) Any exhibits or financial statement schedules required by Item 15 of Form 10-K from each of the Depositor, the Sponsor and Master Servicer; (ii) A description of any legal proceedings pending, including proceedings known to be contemplated by governmental authorities, against the Depositor, the Sponsor and the Master Servicer or of which any property of the foregoing is the subject, that is material to Certificateholders from each of the Depositor, the Sponsor and the Master Servicer if applicable; (iii) A description of any affiliations between the transaction parties pursuant to Item 1119 of Regulation AB from the Sponsor; and (iv) The Master Servicer Assessment of