Common use of Back-up Sarbanes-Oxley Certification Clause in Contracts

Back-up Sarbanes-Oxley Certification. No later than March 15 of each year, xxxxxxxxx xx 0007, the Indenture Trustee and the Servicer shall provide to the Person who signs the Sarbanes-Oxley Certification (the "Certifying Person") a certificatxxx (xxxx, x "Performance Certification") and shall cause each Reporting Subcontractor, in the form attached hereto as Appendix D (in the case of the Indenture Trustee or a Reporting Subcontractor) and as Appendix E (in the case of the Servicer) on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity's officers, directors and Affiliates (collectively with the Certifying Person, "Certification Parties") can reasonably rely. The Depositor will not request delivery of a certification under this clause unless the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to the Trust. So long as the Servicer is an Affiliate of the Depositor, the Servicer may, but is not required to deliver the Performance Certificate. In the event that prior to the filing date of the Form 10-K in March of each year, the Indenture Trustee or the Servicer has actual knowledge of information material to the Sarbanes-Oxley Certification, the Indenture Trustee or the Servicer xxxxx xxxxxxxy notify the Depositor. Each of the Indenture Trustee and the Servicer agrees to cooperate with all reasonable requests made by any Certifying Person or Certification Party in connection with such Person's attempt to conduct any due diligence that such Person reasonably believes to be appropriate in order to allow it to deliver any Sarbanes-Oxley Certification or portion thereof with respect to the Xxxxx.

Back-up Sarbanes-Oxley Certification. No later than From and after the date of this Agreemxxx, xxx xx xxng as the Seller is required to file Exchange Act reports with respect to the Trust, on or before March 15 of each year, xxxxxxxxx xx 0007beginning in 2007, the Indenture Trustee and the Servicer shall provide to the Person who signs the Sarbanes-Oxley Certification (the "Certifying Person") a certificatxxx certificatixx (xxxx, x "Performance Xerformance Certification") and shall cause each Reporting Subcontractor, in the form attached hereto as Appendix D C (in the case of the Indenture Trustee or a Reporting Subcontractor) and as Appendix E D (in the case of the Servicer) on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity's officers, directors and Affiliates (collectively with the Certifying Person, "Certification Parties") can reasonably rely. The Depositor Seller will not request delivery of a certification under this clause Section 11.07 unless the Depositor Seller is required under the Exchange Act to file an annual report on Form 10-K with respect to the Trust. So long as the Servicer is the Seller or an Affiliate of the DepositorSeller, the Servicer may, but is not required to deliver the Performance CertificateCertification. In the event that prior to the filing date of the Form 10-K in March of each year, beginning in 2007, the Indenture Trustee or the Servicer has actual knowledge of information as to itself (or any of its Subcontractors appointed pursuant to Section 11.08) that is material to the Sarbanes-Oxley Certification, the Indenture Trustee or the Servicer xxxxx xxxxxxxy xxxxxxxx notify the DepositorSeller. Each of the Indenture Trustee and the Servicer agrees to cooperate with all reasonable requests made by any Certifying Person or Certification Party in connection with such Person's attempt to conduct any due diligence that such Person reasonably believes to be appropriate in order to allow it to deliver any Sarbanes-Oxley Certification or portion thereof with respect to the Xxxxx.

Back-up Sarbanes-Oxley Certification. No later than March 15 [1] of each year, xxxxxxxxx xx 000720[__], the Indenture Trustee and the Servicer shall provide to the Person who signs the Sarbanes-Oxley Certification (the "Certifying Person") a certificatxxx (xxxx, x "Performance Certification") and the Servicer shall cause each Reporting SubcontractorSubservicer, in the form attached hereto as Appendix D F (in the case of the Indenture Trustee or a Reporting SubcontractorSubservicer) and as Appendix E G (in the case of the Servicer) on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity's officers, directors and Affiliates (collectively with the Certifying Person, "Certification Parties") can reasonably rely. The Depositor will not request delivery of a certification under this clause unless the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to the TrustIssuer. So long as the Servicer is an Affiliate of the Depositor, the Servicer may, but is not required to deliver the Performance Certificate. In the event that prior to the filing date of the Form 10-K in March of each year, the Indenture Trustee or the Servicer has actual knowledge of information material to the Sarbanes-Oxley Certification, the Indenture Trustee or the Servicer xxxxx xxxxxxxy notify the Depositor. Each of the Indenture Trustee and the Servicer agrees to cooperate with all reasonable requests made by any Certifying Person or Certification Party in connection with such Person's attempt to conduct any due diligence that such Person reasonably believes to be appropriate in order to allow it to deliver any Sarbanes-Oxley Certification or portion thereof with respect to the XxxxxXxxxxx.

Back-up Sarbanes-Oxley Certification. No later than March 15 of each year, xxxxxxxxx xx 0007000__, the Indenture Trustee and the Servicer shall provide to the Person who signs the Sarbanes-Oxley Certification (the "Certifying Person") a certificatxxx (xxxx, x "Performance Certification") and shall cause each Reporting Subcontractor, in the form attached hereto as Appendix D C (in the case of the Indenture Trustee or a Reporting Subcontractor) and as Appendix E D (in the case of the Servicer) on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity's officers, directors and Affiliates (collectively with the Certifying Person, "Certification Parties") can reasonably rely. The Depositor Seller will not request delivery of a certification under this clause Section 11.06 unless the Depositor Seller is required under the Exchange Act to file an annual report on Form 10-K with respect to the TrustIssuer. So long as the Servicer is the Seller or an Affiliate of the DepositorSeller, the Servicer may, but is not required to deliver the Performance CertificateCertification. In the event that prior to the filing date of the Form 10-K in March of each year, the Indenture Trustee or the Servicer has actual knowledge of information as to itself (or any of its Subcontractors appointed pursuant to Section 11.07) that is material to the Sarbanes-Oxley Certification, the Indenture Trustee or the Servicer xxxxx xxxxxxxy notify the DepositorSeller. Each of the Indenture Trustee and the Servicer agrees to cooperate with all reasonable requests made by any Certifying Person or Certification Party in connection with such Person's attempt to conduct any due diligence that such Person reasonably believes to be appropriate in order to allow it to deliver any Sarbanes-Oxley Certification or portion thereof with respect to the XxxxxXxxxxx.

Back-up Sarbanes-Oxley Certification. No later than From and after the date of this Agreemxxx, xxx xx xxng as the Seller is required to file Exchange Act reports with respect to the Trust, on or before March 15 of each year, xxxxxxxxx xx 0007beginning in [2007], the Indenture Trustee and the Servicer shall provide to the Person who signs the Sarbanes-Oxley Certification (the "Certifying Person") a certificatxxx certificatixx (xxxx, x "Performance Xerformance Certification") and shall cause each Reporting Subcontractor, in the form attached hereto as Appendix D C (in the case of the Indenture Trustee or a Reporting Subcontractor) and as Appendix E D (in the case of the Servicer) on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity's officers, directors and Affiliates (collectively with the Certifying Person, "Certification Parties") can reasonably rely. The Depositor Seller will not request delivery of a certification under this clause Section 11.07 unless the Depositor Seller is required under the Exchange Act to file an annual report on Form 10-K with respect to the Trust. So long as the Servicer is the Seller or an Affiliate of the DepositorSeller, the Servicer may, but is not required to deliver the Performance CertificateCertification. In the event that prior to the filing date of the Form 10-K in March of each year, beginning in [2007], the Indenture Trustee or the Servicer has actual knowledge of information as to itself (or any of its Subcontractors appointed pursuant to Section 11.08) that is material to the Sarbanes-Oxley Certification, the Indenture Trustee or the Servicer xxxxx xxxxxxxy xxxxxxxx notify the DepositorSeller. Each of the Indenture Trustee and the Servicer agrees to cooperate with all reasonable requests made by any Certifying Person or Certification Party in connection with such Person's attempt to conduct any due diligence that such Person reasonably believes to be appropriate in order to allow it to deliver any Sarbanes-Oxley Certification or portion thereof with respect to the Xxxxx.

Back-up Sarbanes-Oxley Certification. No later than March 15 of each year, xxxxxxxxx bxxxxxxxx xx 0007, the Indenture Trustee and the Servicer shall provide to the Person who signs the Sarbanes-Oxley Certification (the "Certifying Person") a certificatxxx certificatixx (xxxx, x "Performance Xerformance Certification") and shall cause each Reporting Subcontractor, in the form attached hereto as Appendix D (in the case of the Indenture Trustee or a Reporting Subcontractor) and as Appendix E (in the case of the Servicer) on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity's officers, directors and Affiliates (collectively with the Certifying Person, "Certification Parties") can reasonably rely. The Depositor will not request delivery of a certification under this clause unless the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to the Trust. So long as the Servicer is an Affiliate of the Depositor, the Servicer may, but is not required to deliver the Performance Certificate. In the event that prior to the filing date of the Form 10-K in March of each year, the Indenture Trustee or the Servicer has actual knowledge of information material to the Sarbanes-Oxley Certification, the Indenture Trustee or the Servicer xxxxx xxxxxxxy xxxxxxxx notify the Depositor. Each of the Indenture Trustee and the Servicer agrees to cooperate with all reasonable requests made by any Certifying Person or Certification Party in connection with such Person's attempt to conduct any due diligence that such Person reasonably believes to be appropriate in order to allow it to deliver any Sarbanes-Oxley Certification or portion thereof with respect to the Xxxxx.

Back-up Sarbanes-Oxley Certification. No later than March 15 of each yearyeax, xxxxxxxxx xx 0007xn 2007, the Indenture Trustee and the Servicer shall provide to the Person who signs the Sarbanes-Oxley Certification (the "Certifying Person") a certificatxxx certifixxxxxx (xxxx, x a "Performance Certification") and shall cause each Reporting Subcontractor, in the form attached hereto as Appendix D C (in the case of the Indenture Trustee or a Reporting Subcontractor) and as Appendix E D (in the case of the Servicer) on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity's officers, directors and Affiliates (collectively with the Certifying Person, "Certification Parties") can reasonably rely. The Depositor Seller will not request delivery of a certification under this clause Section 11.06 unless the Depositor Seller is required under the Exchange Act to file an annual report on Form 10-K with respect to the TrustIssuer. So long as the Servicer is the Seller or an Affiliate of the DepositorSeller, the Servicer may, but is not required to deliver the Performance CertificateCertification. In the event that prior to the filing date of the Form 10-K in March of each year, the Indenture Trustee or the Servicer has actual knowledge of information material to the Sarbanes-Oxley Certification, the Indenture Trustee or the Servicer Servixxx xxxxx xxxxxxxy xxxxptly notify the DepositorSeller. Each of the Indenture Trustee and the Servicer agrees to cooperate with all reasonable requests made by any Certifying Person or Certification Party in connection with such Person's attempt to conduct any due diligence that such Person reasonably believes to be appropriate in order to allow it to deliver any Sarbanes-Oxley Certification or portion thereof with respect to the Xxxxxxxx Xxxxxx.

Back-up Sarbanes-Oxley Certification. No later than March 15 of each year, xxxxxxxxx xx 00072007, the Indenture Trustee and the Servicer shall provide to the Person who signs the Sarbanes-Oxley Certification (the "Certifying Person") a certificatxxx certificaxxxx (xxxx, x "Performance Certification") and shall cause each Reporting Subcontractor, in the form attached hereto as Appendix D C (in the case of the Indenture Trustee or a Reporting Subcontractor) and as Appendix E D (in the case of the Servicer) on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity's officers, directors and Affiliates (collectively with the Certifying Person, "Certification Parties") can reasonably rely. The Depositor Seller will not request delivery of a certification under this clause Section 11.06 unless the Depositor Seller is required under the Exchange Act to file an annual report on Form 10-K with respect to the TrustIssuer. So long as the Servicer is the Seller or an Affiliate of the DepositorSeller, the Servicer may, but is not required to deliver the Performance CertificateCertification. In the event that prior to the filing date of the Form 10-K in March of each year, the Indenture Trustee or the Servicer has actual knowledge of information as to itself (or any of its Subcontractors appointed pursuant to Section 11.07) that is material to the Sarbanes-Oxley Certification, the Indenture Trustee or the Servicer Servicex xxxxx xxxxxxxy xxxxxxly notify the DepositorSeller. Each of the Indenture Trustee and the Servicer agrees to cooperate with all reasonable requests made by any Certifying Person or Certification Party in connection with such Person's attempt to conduct any due diligence that such Person reasonably believes to be appropriate in order to allow it to deliver any Sarbanes-Oxley Certification or portion thereof with respect to the Xxxxxthx Xxxxxx.

Back-up Sarbanes-Oxley Certification. No later than March 15 of each year, xxxxxxxxx bxxxxxxxx xx 0007, the Indenture Trustee and the Servicer shall provide to the Person who signs the Sarbanes-Oxley Certification (the "Certifying Person") a certificatxxx certificatixx (xxxx, x "Performance Xerformance Certification") and shall cause each Reporting Subcontractor, in the form attached hereto as Appendix D (in the case of the Indenture Trustee or a Reporting Subcontractor) and as Appendix E (in the case of the Servicer) on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity's officers, directors and Affiliates (collectively with the Certifying Person, "Certification Parties") can reasonably rely. The Depositor will not request delivery of a certification No certifications shall be required under this clause unless the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to the Trust. So long as the Servicer is an Affiliate of the Depositor, the Servicer may, but is not required to deliver the Performance Certificate. In the event that prior to the filing date of the Form 10-K in March of each year, the Indenture Trustee or the Servicer has actual knowledge of information material to the Sarbanes-Oxley Certification, the Indenture Trustee or the Servicer xxxxx xxxxxxxy xxxxxxxx notify the Depositor. Each of the Indenture Trustee and the Servicer agrees to cooperate with all reasonable requests made by any Certifying Person or Certification Party in connection with such Person's attempt to conduct any due diligence that such Person reasonably believes to be appropriate in order to allow it to deliver any Sarbanes-Oxley Certification or portion thereof with respect to the Xxxxx.

Back-up Sarbanes-Oxley Certification. No later than March 15 of each year, xxxxxxxxx bexxxxxxx xx 0007, the Indenture Trustee and the Servicer shall provide to the Person who signs the Sarbanes-Oxley Certification (the "Certifying Person") a certificatxxx certificatiox (xxxx, x "Performance Xxrformance Certification") and shall cause each Reporting Subcontractor, in the form attached hereto as Appendix D C (in the case of the Indenture Trustee or a Reporting Subcontractor) and as Appendix E D (in the case of the Servicer) on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity's officers, directors and Affiliates (collectively with the Certifying Person, "Certification Parties") can reasonably rely. The Depositor Seller will not request delivery of a certification under this clause Section 11.06 unless the Depositor Seller is required under the Exchange Act to file an annual report on Form 10-K with respect to the TrustIssuer. So long as the Servicer is the Seller or an Affiliate of the DepositorSeller, the Servicer may, but is not required to deliver the Performance CertificateCertification. In the event that prior to the filing date of the Form 10-K in March of each year, the Indenture Trustee or the Servicer has actual knowledge of information as to itself (or any of its Subcontractors appointed pursuant to Section 11.07) that is material to the Sarbanes-Oxley Certification, the Indenture Trustee or the Servicer xxxxx xxxxxxxy sxxxx xxxxxxxx notify the DepositorSeller. Each of the Indenture Trustee and the Servicer agrees to cooperate with all reasonable requests made by any Certifying Person or Certification Party in connection with such Person's attempt to conduct any due diligence that such Person reasonably believes to be appropriate in order to allow it to deliver any Sarbanes-Oxley Certification or portion thereof with respect to the XxxxxIxxxxx.