Statements to Certificateholders; Statements to Rating Agencies; Exchange Act Reporting (a) Concurrently with each distribution charged to the Certificate Account and with respect to each Distribution Date the Master Servicer shall forward to the Trustee and the Trustee shall either forward by mail or make available to each Holder and the Company, via the Trustee's internet website, a statement (and at its option, any additional files containing the same information in an alternative format) setting forth information as to each Class of Certificates, the Mortgage Pool and, if the Mortgage Pool is comprised of two or more Loan Groups, each Loan Group, to the extent applicable. This statement will include the information set forth in an exhibit to the Series Supplement. Such exhibit shall set forth the Trustee's internet website address together with a phone number. The Trustee shall mail to each Holder that requests a paper copy by telephone a paper copy via first class mail. The Trustee may modify the distribution procedures set forth in this Section provided that such procedures are no less convenient for the Certificateholders. The Trustee shall provide prior notification to the Company, the Master Servicer and the Certificateholders regarding any such modification. In addition, the Master Servicer shall provide to any manager of a trust fund consisting of some or all of the Certificates, upon reasonable request, such additional information as is reasonably obtainable by the Master Servicer at no additional expense to the Master Servicer. Also, at the request of a Rating Agency, the Master Servicer shall provide the information relating to the Reportable Modified Mortgage Loans substantially in the form attached hereto as Exhibit Q to such Rating Agency within a reasonable period of time; provided, however, that the Master Servicer shall not be required to provide such information more than four times in a calendar year to any Rating Agency. (b) Within a reasonable period of time after the end of each calendar year, the Master Servicer shall prepare, or cause to be prepared, and shall forward, or cause to be forwarded, to each Person who at any time during the calendar year was the Holder of a Certificate, other than a Class R Certificate, a statement containing the information set forth in clauses (i) and (ii) of the exhibit to the Series Supplement referred to in subsection (a) above aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Master Servicer shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Master Servicer pursuant to any requirements of the Code. (c) Within a reasonable period of time after the end of each calendar year, the Master Servicer shall prepare, or cause to be prepared, and shall forward, or cause to be forwarded, to each Person who at any time during the calendar year was the Holder of a Class R Certificate, a statement containing the applicable distribution information provided pursuant to this Section 4.03 aggregated for such calendar year or applicable portion thereof during which such Person was the Holder of a Class R Certificate. Such obligation of the Master Servicer shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Master Servicer pursuant to any requirements of the Code. (d) Upon the written request of any Certificateholder, the Master Servicer, as soon as reasonably practicable, shall provide the requesting Certificateholder with such information as is necessary and appropriate, in the Master Servicer's sole discretion, for purposes of satisfying applicable reporting requirements under Rule 144A. (e) The Master Servicer shall, on behalf of the Depositor and in respect of the Trust Fund, sign and cause to be filed with the Commission any periodic reports required to be filed under the provisions of the Exchange Act, and the rules and regulations of the Commission thereunder. In connection with the preparation and filing of such periodic reports, the Trustee shall timely provide to the Master Servicer (I) a list of Certificateholders as shown on the Certificate Register as of the end of each calendar year, (II) copies of all pleadings, other legal process and any other documents relating to any claims, charges or complaints involving the Trustee, as trustee hereunder, or the Trust Fund that are received by the Trustee, (III) notice of all matters that, to the actual knowledge of a Responsible Officer of the Trustee, have been submitted to a vote of the Certificateholders, other than those matters that have been submitted to a vote of the Certificateholders at the request of the Depositor or the Master Servicer, and (IV) notice of any failure of the Trustee to make any distribution to the Certificateholders as required pursuant to the Series Supplement. Neither the Master Servicer nor the Trustee shall have any liability with respect to the Master Servicer's failure to properly prepare or file such periodic reports resulting from or relating to the Master Servicer's inability or failure to obtain any information not resulting from the Master Servicer's own negligence or willful misconduct. Any Form 10-K filed with the Commission in connection with this Section 4.03(e) shall include a certification, signed by the senior officer in charge of the servicing functions of the Master Servicer, in the form attached as Exhibit O hereto or such other form as may be required or permitted by the Commission (the "Form 10-K Certification"), in compliance with Rules 13a-14 and 15d-14 under the Exchange Act and any additional directives of the Commission. In connection with the Form 10-K Certification, the Trustee shall provide the Master Servicer with a back-up certification substantially in the form attached hereto as Exhibit P. This Section 4.03(e) may be amended in accordance with this Agreement without the consent of the Certificateholders.
COST REPORT 29 A. CONTRACTOR shall submit separate Cost Reports for each Period, or for a portion thereof, to 30 COUNTY no later than forty-five (45) calendar days following the period for which they are prepared or 31 termination of this Contract. CONTRACTOR shall prepare the Cost Report in accordance with all 32 applicable federal, state and COUNTY requirements, GAAP and the Special Provisions Paragraph of this 33 Contract. CONTRACTOR shall allocate direct and indirect costs to and between programs, cost centers, 34 services, and funding sources in accordance with such requirements and consistent with prudent business 35 practice, which costs and allocations shall be supported by source documentation maintained by 36 CONTRACTOR, and available at any time to ADMINISTRATOR upon reasonable notice. 37 1. If CONTRACTOR fails to submit an accurate and complete Cost Report within the time 1 period specified above, ADMINISTRATOR shall have sole discretion to impose one or both of the 2 following: 3 a. CONTRACTOR may be assessed a late penalty of five-hundred dollars ($500) for each 4 business day after the above specified due date that the accurate and complete Cost Report is not 5 submitted. Imposition of the late penalty shall be at the sole discretion of ADMINISTRATOR. The late 6 penalty shall be assessed separately on each outstanding Cost Report due COUNTY by CONTRACTOR. 7 b. ADMINISTRATOR may withhold or delay any or all payments due CONTRACTOR 8 pursuant to any or all agreements between COUNTY and CONTRACTOR until such time that the 9 accurate and complete Cost Report is delivered to ADMINISTRATOR. 10 2. CONTRACTOR may request, in advance and in writing, an extension of the due 11 date of the Cost Report setting forth good cause for justification of the request. Approval of such requests 12 shall be at the sole discretion of ADMINISTRATOR and shall not be unreasonably denied. In no case 13 shall extensions be granted for more than seven (7) calendar days 14 3. In the event that CONTRACTOR does not submit an accurate and complete Cost Report 15 within one hundred and eighty (180) calendar days following the termination of this Contract, and 16 CONTRACTOR has not entered into a subsequent or new agreement for any other services with 17 COUNTY, then all amounts paid to CONTRACTOR by COUNTY during the term of the Contract shall 18 be immediately reimbursed to COUNTY. 19 B. The individual and/or consolidated Cost Report prepared for each period shall be the final 20 financial and statistical report submitted by CONTRACTOR to COUNTY, and shall serve as the basis 21 for final settlement to CONTRACTOR for that period. CONTRACTOR shall document that costs are 22 reasonable and allowable and directly or indirectly related to the services to be provided hereunder. The 23 Cost Report shall be the final financial record for subsequent audits, if any. 24 C. Final settlement shall be based upon the actual and reimbursable costs for services hereunder, less 25 applicable revenues and any late penalty, not to exceed COUNTY’s Total Aggregate Amount Not To 26 Exceed as set forth in the Referenced Contract Provisions of this Contract. CONTRACTOR shall not 27 claim expenditures to COUNTY which are not reimbursable pursuant to applicable federal, state and 28 COUNTY laws, regulations and requirements. Any payment made by COUNTY to CONTRACTOR, 29 which is subsequently determined to have been for an unreimbursable expenditure or service, shall be 30 repaid by CONTRACTOR to COUNTY in cash, or other authorized form of payment, within thirty (30) 31 calendar days of submission of the Cost Report or COUNTY may elect to reduce any amount owed 32 CONTRACTOR by an amount not to exceed the reimbursement due COUNTY. 33 D. If the Cost Report indicates the actual and reimbursable costs of services provided pursuant to 34 this Contract, less applicable revenues and late penalty, are lower than the aggregate of interim monthly 35 payments to CONTRACTOR, CONTRACTOR shall remit the difference to COUNTY. Such 36 reimbursement shall be made, in cash, or other authorized form of payment, with the submission of the 37 Cost Report. If such reimbursement is not made by CONTRACTOR within thirty (30) calendar days after 1 submission of the Cost Report, COUNTY may, in addition to any other remedies, reduce any amount 2 owed CONTRACTOR by an amount not to exceed the reimbursement due COUNTY. 3 E. If the Cost Report indicates the actual and reimbursable costs of services provided pursuant to 4 this Contract, less applicable revenues and late penalty, are higher than the aggregate of interim monthly 5 payments to CONTRACTOR, COUNTY shall pay CONTRACTOR the difference, provided such 6 payment does not exceed the Amount Not To Exceed of COUNTY. 7 F. All Cost Reports shall contain the following attestation, which may be typed directly on or 8 attached to the Cost Report: 10 "I HEREBY CERTIFY that I have executed the accompanying Cost Report and 11 supporting documentation prepared by for the cost report period 12 beginning and ending and that, to the best of my knowledge 13 and belief, costs reimbursed through this Contract are reasonable and allowable and 14 directly or indirectly related to the services provided and that this Cost Report is a true, 15 correct, and complete statement from the books and records of (provider name) in 16 accordance with applicable instructions, except as noted. I also hereby certify that I 17 have the authority to execute the accompanying Cost Report. 18 19 Signed 20 Name 21 Title 22 Date " 23
GRIEVANCE REPORT FORM Grievance # School District Distribution of Form 1. Superintendent
CMI/RAI MDS Report Recognizing the mutual objective of quality resident care, the Employer agrees to meet through the Union Management Committee with the Union as soon as practicable after the receipt of the annual CMI/RAI MDS report. The Employer agrees to provide the Union with staffing levels, and staffing mix information; the impact of related payroll costs on staffing levels and a written notice of the CMI/RAI MDS report for the facility. The purpose of this meeting is to discuss the impact of the CMI/RAI MDS report on the staffing levels in the Home, quality resident care, and provide the Union with an opportunity to make representation in that regard. The parties shall meet as necessary to discuss other changes or workload issues. The parties may invite additional participants to attend the meeting to support constructive review and discussion.
Servicer Compliance Statement On or before March 1 of each calendar year, commencing in 2007, the Servicer shall deliver to the Owner and any Depositor a statement of compliance addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, to the effect that (i) a review of the Servicer’s activities during the immediately preceding calendar year (or applicable portion thereof) and of its performance under this Agreement and any applicable Reconstitution Agreement during such period has been made under such officer’s supervision, and (ii) to the best of such officers’ knowledge, based on such review, the Servicer has fulfilled all of its obligations under this Agreement and any applicable Reconstitution Agreement in all material respects throughout such calendar year (or applicable portion thereof) or, if there has been a failure to fulfill any such obligation in any material respect, specifically identifying each such failure known to such officer and the nature and the status thereof.