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This excerpt taken from the ACAS 10-Q filed Nov 10, 2008. Section 7.17. Reports. (a) Monthly Report. With respect to each Determination Date and the related Collection Period, the Servicer will provide to the Borrower, the Backup Servicer, the Deal Agent and each Lender Agent, on the related Reporting Date, a monthly statement (a Monthly Report), signed by a Responsible Officer of the Servicer and substantially in the form of Exhibit E. Except as otherwise set forth herein, the Backup Servicer shall have no obligation to review any information in the Monthly Report. (b) Servicers Certificate. Together with each Monthly Report required by Section 7.17(a), the Servicer shall submit to the Borrower, the Backup Servicer, the Deal Agent and each Lender Agent a certificate substantially in the form of Exhibit F (a Servicers Certificate), signed by a Responsible Officer of the Servicer, which shall include a certification by such Responsible Officer that no Termination Event or Unmatured Termination Event has occurred and is continuing. Except as otherwise set forth herein, the Backup Servicer shall have no duty to review any information set forth in the Servicers Certificate. (c) Calculation of Borrowing Base and Advance Rates. The Servicer shall, on and as of each Measurement Date, recalculate the Borrowing Base (including all components thereof) and the Advance Rate for each Loan included in the Collateral and provide written notice of such recalculations along with a Microsoft Excel spreadsheet confirming such recalculations to the Deal Agent and each Lender Agent. (d) Calculation of LTV. The Servicer shall, on and as of each Measurement Date, recalculate the LTV of each Loan included in the Collateral based on the enterprise value of the related Obligor, as determined in good faith by the Originator during its most recent quarterly valuation process. (e) This excerpt taken from the ACAS 10-K filed Mar 1, 2007. Section 7.17. Reports. (a) Monthly Report. With respect to each Determination Date and the related Collection Period, the Servicer will provide to the Borrower, the Backup Servicer, the Deal Agent and each Lender Agent, on the related Reporting Date, a monthly statement (a Monthly Report), signed by a Responsible Officer of the Servicer and substantially in the form of Exhibit E. Except as otherwise set forth herein, the Backup Servicer shall have no obligation to review any information in the Monthly Report. (b) Servicers Certificate. Together with each Monthly Report, the Servicer shall submit to the Borrower, the Backup Servicer, the Deal Agent and each Lender Agent a certificate substantially in the form of Exhibit F (a Servicers Certificate), signed by a Responsible Officer of the Servicer, which shall include a certification by such Responsible Officer that no Termination Event or Unmatured Termination Event has occurred and is continuing. Except as otherwise set forth herein, the Backup Servicer shall have no duty to review any information set forth in the Servicers Certificate. (c) Financial Statements. The Servicer will submit to the Borrower, the Backup Servicer, the Deal Agent and each Lender Agent, within 45 days following the end of each of the Servicers fiscal quarters (other than the final fiscal quarter), commencing for the fiscal quarter ending on September 30, 2005, unaudited financial statements of the Servicer (including an analysis of delinquencies and losses for each fiscal quarter) as of the end of each such fiscal quarter. The Servicer shall submit to the Borrower, the Deal Agent and each Lender Agent, within 90 days following the end of the Servicers fiscal year, commencing with the fiscal year ending on December 31, 2005, annual audited financial statements as of the end of such fiscal year. Except as otherwise set forth herein, the Backup Servicer shall have no duty to review any of the financial information set forth in such financial statements. This excerpt taken from the ACAS 10-Q filed Nov 9, 2005. REPORTS
(a) With respect to each Payment Date and the related Collection Period, the Servicer will provide to each Trustee, the Backup Servicer, each Rating Agency and the Initial Purchasers on the related Determination Date, a quarterly statement (a Quarterly Report) substantially in the form of Exhibit H hereto, which shall include reporting with respect to the Portfolio Criteria, as prepared by the Indenture Trustee. On each Payment Date, the Indenture Trustee will forward or make available to each Noteholder and each Swap Counterparty a copy of the Quarterly Report.
(b) Following the Effective Date, the Servicer will determine and report to the Indenture Trustee the extent of compliance of the Initial Loans with the Portfolio Criteria as of the Effective Date.
Each Quarterly Report delivered pursuant to Section 9.01 shall be accompanied by a certificate of a Servicing Officer certifying the accuracy of the Quarterly Report and that no Servicer Default or event that with notice or lapse of time or both would become a Servicer Default has occurred, or if such event has occurred and is continuing, specifying the event and its status.
(a) In addition, the Servicer shall, upon the request of any Trustee, the Backup Servicer or any Rating Agency, furnish such Trustee, Rating Agency or the Backup Servicer, as the case may be, such underlying data used to generate a Quarterly Report as may be reasonably requested. The Servicer will also forward to the Indenture Trustee, the Owner Trustee, each Swap Counterparty, each Rating Agency and the Initial Purchasers (a) within 60 days after each calendar quarter (except the fourth calendar quarter), commencing with the quarter ending March 31, 2006, the unaudited quarterly financial statement of the Servicer and (b) within 90 days after each fiscal year of the Servicer, commencing with the fiscal year ending December 31, 2006, the audited annual financial statement of the Servicer, together with the related report of the independent accountants to the Servicer. On the Payment Date following the receipt of each such financial statements and report, the Indenture Trustee will forward to each Noteholder of record a copy of such financial statements and report.
(b) The Servicer will forward to Moodys and S&P within 30 days after receipt by the Servicer, copies of all financial statements of Obligors then received by the Servicer with respect to the prior fiscal year of each Obligor.
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(c) The Servicer will forward to Moodys and S&P promptly upon request any additional financial information in the Servicers possession or reasonably obtainable by the Servicer as Moodys and S&P shall reasonably request with respect to an Obligor as to which any Scheduled Payment is past due for at least 10 days.
(d) Upon any Loan becoming Delinquent, and without any request therefore by Moodys and S&P, and promptly after receipt thereof by the Servicer, the Servicer will forward to Moodys and S&P updated financial information with respect to the related Obligor.
(e) The Servicer will provide to the Rating Agencies such financial information, documents and other materials in the Servicers possession or reasonably obtainable by the Servicer as the Rating Agencies shall reasonably request in connection with any annual review and/or re-grading of the Loans and the related Obligors which the Rating Agencies may undertake.
(a) The Servicer shall cause a firm of nationally recognized independent certified public accountants (the Independent Accountants), who may also render other services to the Servicer or its Affiliates (but, for the avoidance of doubt, such accountants need not provide any audit or other services to the Servicer or its Affiliates in order to qualify to provide the report described herein), to deliver to the Indenture Trustee, the Owner Trustee, each Swap Counterparty, the Backup Servicer and each Rating Agency, on or before March 31 (90 days after the end of the Servicers fiscal year) of each year, beginning on March 31, 2007, a report addressed to the Board of Directors of the Servicer, the Indenture Trustee and the Owner Trustee indicating that the Independent Accountant has performed certain procedures as agreed by the Servicer, the Indenture Trustee (subject to the provisions of this Section 9.04(a)) and the Owner Trustee, whereby the Independent Accountant will obtain the Quarterly Report for two Collection Periods with respect to the 12 months ended the immediately preceding December 31 and, for each Quarterly Report, the Independent Accountant will agree certain amounts in the Quarterly Report to the Servicers computer, accounting and other reports, which will include in such report any amounts which were not in agreement. In the event such firm of Independent Accountants requires the Indenture Trustee to agree to the procedures performed by such firm of Independent Accountants, the Servicer shall direct the Indenture Trustee in writing to so agree; it being understood and agreed that the Indenture Trustee will deliver such letter of agreement in conclusive reliance upon the direction of the Servicer, and the Indenture Trustee will not make any independent inquiry or investigation as to, and shall have no obligation or liability in respect of, the sufficiency, validity or correctness of such procedures.
(b) The Independent Accountants report shall also indicate that the firm is independent of the Servicer within the meaning of the Code of Professional Ethics of the American Institute of Certified Public Accountants.
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(a) The Servicer will deliver to the Trustees, each Swap Counterparty and each of the Rating Agencies, within 90 days of the end of each fiscal year commencing with the year ending December 31, 2006, an Officers Certificate stating that (i) a review of the activities of the Servicer during the prior calendar year and of its performance under this Agreement was made under the supervision of the officer signing such certificate and (ii) to such officers knowledge, based on such review, the Servicer has fully performed or caused to be performed in all material respects all its obligations under this Agreement and no Servicer Default has occurred or is continuing, or, if there has been a Servicer Default, specifying each such default known to such officer and the nature and status thereof and the steps being taken or necessary to be taken to remedy such event. Any Holder may obtain a copy of such certificate by a request in writing to the Indenture Trustee, with respect to any Noteholder, or the Owner Trustee, with respect to any Certificateholder.
(b) The initial Servicer shall also provide to each Rating Agency the most recently available financial statements for each Obligor of a Loan included in the Loan Pool, (i) in the case of each Initial Loan, within 13 months after the Closing Date and every 13 months thereafter, and (ii) in the case of each Additional Loan or Substitute Loan, within 13 months after the related Cut-Off Date and every 13 months thereafter, until, in all cases, such time as the related Loan has been paid in full or is no longer part of the Loan Pool. Any failure by the initial Servicer to provide financial statements to S&P with respect to any Obligor at such times shall result in each Loan to the applicable Obligor being deemed to have an S&P Rating of CCC-. The Servicer shall provide to Fitch summaries of each Additional Loan prior to its inclusion in the Loan Pool.
Within 90 days of the end of each fiscal year, commencing December 31, 2006, the Servicer shall prepare and provide to each Trustee, each Swap Counterparty and each Rating Agency a cumulative summary of the information required to be included in the Quarterly Reports for the Collection Periods ending during the immediately preceding calendar year.
Each year the Servicer shall make the reports of foreclosures and abandonment of any mortgaged property included in the Collateral as and to the extent required by § 6050J of the Code. Promptly after filing any such report with the Code, the Servicer shall provide the Indenture Trustee with an Officers Certificate certifying that such report has been filed.
(a) The Servicer shall furnish to the Indenture Trustee and each Swap Counterparty (i) promptly, copies of any material and adverse notices (including, without limitation, notices of defaults, breaches, potential defaults or potential breaches) given to or received from its other lenders and (ii) immediately, notice of the occurrence of any Event of Default or Servicer Default or of any situation which the Servicer reasonably expects to develop into an Event of Default or Servicer Default.
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(b) The Servicer also agrees to make available on a reasonable basis to any Noteholder or Swap Counterparty a knowledgeable financial or accounting officer for the purpose of answering reasonable questions respecting recent developments affecting the Servicer or the financial statements of the Servicer and to permit any Noteholder or Swap Counterparty, at such Holders or Swap Counterpartys sole cost and expense, upon reasonable advance notice and subject to reasonable confidentiality restrictions, to inspect the Servicers servicing facilities during normal business hours and in a manner that does not unreasonably interfere with the Servicers normal operations or customer or employee relations for the purpose of satisfying such Holder or Swap Counterparty that the Servicer has the ability to service the Loans in accordance with this Agreement.
This excerpt taken from the ACAS 8-K filed Sep 28, 2005. Section 7.17. Reports.
(a) Monthly Report. With respect to each Determination Date and the related Collection Period, the Servicer will provide to the Borrower, the Backup Servicer, the Deal Agent and each Lender Agent, on the related Reporting Date, a monthly statement (a Monthly Report), signed by a Responsible Officer of the Servicer and substantially in the form of Exhibit E. Except as otherwise set forth herein, the Backup Servicer shall have no obligation to review any information in the Monthly Report.
(b) Servicers Certificate. Together with each Monthly Report, the Servicer shall submit to the Borrower, the Backup Servicer, the Deal Agent and each Lender Agent a certificate substantially in the form of Exhibit F (a Servicers Certificate), signed by a Responsible Officer of the Servicer, which shall include a certification by such Responsible Officer that no Termination Event or Unmatured Termination Event has occurred and is continuing. Except as otherwise set forth herein, the Backup Servicer shall have no duty to review any information set forth in the Servicers Certificate.
(c) Financial Statements. The Servicer will submit to the Borrower, the Backup Servicer, the Deal Agent and each Lender Agent, within 45 days following the end of each of the Servicers fiscal quarters (other than the final fiscal quarter), commencing for the fiscal quarter ending on September 30, 2005, unaudited financial statements of the Servicer (including an
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analysis of delinquencies and losses for each fiscal quarter) as of the end of each such fiscal quarter. The Servicer shall submit to the Borrower, the Deal Agent and each Lender Agent, within 90 days following the end of the Servicers fiscal year, commencing with the fiscal year ending on December 31, 2005, annual audited financial statements as of the end of such fiscal year. Except as otherwise set forth herein, the Backup Servicer shall have no duty to review any of the financial information set forth in such financial statements.
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