Common use of Compliance with Regulation AB Clause in Contracts

Compliance with Regulation AB. The Depositor and the Owner Trustee acknowledge and agree that the purpose of Article XII of this Agreement is to facilitate compliance by the Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor to deliver to the Depositor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the Depositor, to permit the Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables, reasonably believed by the Depositor to be necessary in order to effect such compliance.

Appears in 21 contracts

Samples: Trust Agreement (BMW Fs Securities LLC), Trust Agreement (BMW Fs Securities LLC), Trust Agreement (BMW Fs Securities LLC)

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Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables20[__]-[__] Leases and the 20[__]-[__] Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 4 contracts

Samples: Trust Agreement (Financial Services Vehicle Trust), Trust Agreement (Financial Services Vehicle Trust), Trust Agreement (Financial Services Vehicle Trust)

Compliance with Regulation AB. The Depositor and the Owner Trustee acknowledge and agree that the purpose of Article XII of this Agreement is to facilitate compliance by the Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor to deliver to the Depositor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the Depositor, to permit the Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables, reasonably believed by the Depositor to be necessary in order to effect such compliance.

Appears in 3 contracts

Samples: Trust Agreement (BMW Fs Securities LLC), Trust Agreement (BMW Fs Securities LLC), Trust Agreement (BMW Vehicle Owner Trust 2006-A)

Compliance with Regulation AB. The Depositor and the Owner Trustee acknowledge and agree that the purpose of Article XII of this Agreement is to facilitate compliance by the Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that 37 interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor to deliver to the Depositor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the Depositor, to permit the Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables, reasonably believed by the Depositor to be necessary in order to effect such compliance.

Appears in 3 contracts

Samples: Trust Agreement (BMW Vehicle Owner Trust 2018-A), Trust Agreement (BMW Fs Securities LLC), Trust Agreement (BMW Vehicle Owner Trust 2018-A)

Compliance with Regulation AB. Section 4.1. Intent of the Parties; Reasonableness. The Depositor and the Owner Trustee parties hereto acknowledge and agree that the purpose of this Article XII of this Agreement IV is to facilitate compliance by the Depositor Company and the Trustee with the provisions of Regulation AB and related rules and regulations of the Commission. Neither The Company and the Depositor nor the Owner Trustee shall not exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act and the Exchange Act). The Owner Trustee Each of the parties hereto acknowledges that interpretations of the requirements of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the assetmortgage-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Company and the Trustee in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation ABAB to the extent reasonably practicable. In connection therewith, the Owner Trustee The Custodian shall cooperate fully reasonably with the Depositor Company and the Trustee to deliver to the Depositor Company and (including any of its their respective assignees or designees), any and all disclosure, statements, reports, certifications, records, attestations, records and any other information necessary in the reasonable, good faith determination of the DepositorCompany, the Servicer and the Trustee to permit the Depositor Company, the Servicer and the Trustee to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables, reasonably believed by the Depositor to be necessary in order to effect such compliance.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2006-Ar3), Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2006-Ar1), Grantor Trust Agreement (Bear Stearns Mortgage Funding Trust 2006-Ar3)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2016-1 Leases and the 2016-1 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2016-1), Trust Agreement (BMW Vehicle Lease Trust 2016-1)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2016-2 Leases and the 2016-2 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2016-2), Trust Agreement (BMW Vehicle Lease Trust 2016-2)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2022-1 Leases and the 2022-1 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2022-1), Trust Agreement (BMW Vehicle Lease Trust 2022-1)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2018-1 Leases and the 2018-1 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2018-1), Trust Agreement (BMW Vehicle Lease Trust 2018-1)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2019-1 Leases and the 2019-1 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2019-1), Trust Agreement (BMW Vehicle Lease Trust 2019-1)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2014-1 Leases and the 2014-1 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Auto Leasing LLC), Trust Agreement (BMW Auto Leasing LLC)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2017-1 Leases and the 2017-1 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2017-1), Trust Agreement (BMW Vehicle Lease Trust 2017-1)

Compliance with Regulation AB. The Depositor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor to deliver to the Depositor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the Depositor, to permit the Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2011-1 Leases and the 2011-1 Vehicles, reasonably believed by the Depositor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2011-1), Trust Agreement (BMW Vehicle Lease Trust 2011-1)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2015-1 Leases and the 2015-1 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Auto Leasing LLC), Trust Agreement (BMW Vehicle Lease Trust 2015-1)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2023-2 Leases and the 2023-2 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2023-2), Trust Agreement (BMW Vehicle Lease Trust 2023-2)

Compliance with Regulation AB. Section 4.1. Intent of the Parties; Reasonableness. The Depositor and the Owner Trustee parties hereto acknowledge and agree that the purpose of this Article XII of this Agreement IV is to facilitate compliance by the Depositor Company and the Trustee with the provisions of Regulation AB and related rules and regulations of the Commission. Neither The Company and the Depositor nor the Owner Trustee shall not exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act and the Exchange Act). The Owner Trustee Each of the parties hereto acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the assetmortgage-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Company and the Trustee in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation ABAB to the extent reasonably practicable. In connection therewith, the Owner Trustee The Custodian shall cooperate fully reasonably with the Depositor Company and the Trustee to deliver to the Depositor Company and (including any of its their respective assignees or designees), any and all disclosure, statements, reports, certifications, records, attestations, records and any other information necessary in the reasonable, good faith determination of the DepositorCompany, the Servicer and the Trustee to permit the Depositor Company, the Servicer and the Trustee to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables, reasonably believed by the Depositor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2007-Ar5), Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2007-Ar5)

Compliance with Regulation AB. The Depositor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor to deliver to the Depositor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the Depositor, to permit the Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2010-1 Leases and the 2010-1 Vehicles, reasonably believed by the Depositor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2010-1), Trust Agreement (BMW Vehicle Lease Trust 2010-1)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2017-2 Leases and the 2017-2 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2017-2), Trust Agreement (BMW Vehicle Lease Trust 2017-2)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2015-2 Leases and the 2015-2 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Auto Leasing LLC), Trust Agreement (BMW Auto Leasing LLC)

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Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2012-1 Leases and the 2012-1 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2012-1), Trust Agreement (BMW Vehicle Lease Trust 2012-1)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2021-1 Leases and the 2021-1 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2021-1), Trust Agreement (BMW Vehicle Lease Trust 2021-1)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed 40 securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2024-1 Leases and the 2024-1 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2024-1), Trust Agreement (BMW Vehicle Lease Trust 2024-1)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2013-1 Leases and the 2013-1 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2013-1), Trust Agreement (BMW Vehicle Lease Trust 2013-1)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2023-1 Leases and the 2023-1 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 2 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2023-1), Trust Agreement (BMW Vehicle Lease Trust 2023-1)

Compliance with Regulation AB. The Depositor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor to deliver to the Depositor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the Depositor, to permit the Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2009-1 Leases and the 2009-1 Vehicles, reasonably believed by the Depositor to be necessary in order to effect such compliance.

Appears in 1 contract

Samples: Trust Agreement (BMW Vehicle Lease Trust 2009-1)

Compliance with Regulation AB. The Depositor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor to deliver to the Depositor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the Depositor, to permit the Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2007-1 Leases and the 2007-1 Vehicles, reasonably believed by the Depositor to be necessary in order to effect such compliance.

Appears in 1 contract

Samples: Trust Agreement (BMW Vehicle Lease Trust 2007-1)

Compliance with Regulation AB. The Depositor Section 8.01 Intent of the Parties; Reasonableness. RAMP, the Indenture Trustee and the Owner Trustee Servicer acknowledge and agree that the purpose of this Article XII of this Agreement VIII is to facilitate compliance by the Depositor RAMP with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor the Owner Trustee RAMP shall not exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act and the Exchange Act). The Owner Each of the Servicer and the Indenture Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the assetmortgage-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor RAMP in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, Each of the Owner Servicer and the Indenture Trustee shall cooperate fully with the Depositor RAMP to deliver to the Depositor RAMP (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, records and any other information necessary in the good faith determination of the Depositor, RAMP to permit the Depositor RAMP to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Servicer, the Indenture Trustee and the Mortgage Loans, or the servicing of the ReceivablesMortgage Loans, reasonably believed by the Depositor RAMP to be necessary in order to effect such compliance.

Appears in 1 contract

Samples: Residential Asset Mortgage Products Inc

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor Transferor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables2021-2 Leases and the 2021-2 Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 1 contract

Samples: Trust Agreement (BMW Vehicle Lease Trust 2021-2)

Compliance with Regulation AB. Subsection 32.01 Intent of the Parties; Reasonableness. The Depositor Purchaser and the Owner Trustee Seller acknowledge and agree that the purpose of Article XII Section 32 of this Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Purchaser nor any Depositor nor the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)thereunder. The Owner Trustee Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewithwith any Securitization Transaction, the Owner Trustee Seller shall cooperate fully with the Depositor Purchaser to deliver to the Depositor Purchaser (including any of its assignees or designees)) and any Depositor, any and all statements, reports, certifications, records, attestations, records and any other information necessary in the good faith determination of the Depositor, Purchaser or any Depositor to permit the Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee Seller, any Third-Party Originator and the Mortgage Loans, or the servicing of the ReceivablesMortgage Loans, reasonably believed by the Purchaser or any Depositor to be necessary in order to effect such compliance.

Appears in 1 contract

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax)

Compliance with Regulation AB. The Depositor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor or the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor to deliver to the Depositor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the Depositor, to permit the Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables[____]-[_] Leases and the [____]-[_] Vehicles, reasonably believed by the Depositor to be necessary in order to effect such compliance.

Appears in 1 contract

Samples: Trust Agreement (BMW Auto Leasing LLC)

Compliance with Regulation AB. The Depositor Transferor and the Owner Trustee acknowledge and agree that the purpose of Article XII XIII of this Agreement is to facilitate compliance by the Depositor Transferor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor Transferor nor the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor Transferor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor Transferor to deliver to the Depositor Transferor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the DepositorTransferor, to permit the Depositor Transferor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables[___]-[_] Leases and the [___]-[_] Vehicles, reasonably believed by the Depositor Transferor to be necessary in order to effect such compliance.

Appears in 1 contract

Samples: Trust Agreement (Ryder Truck Rental Lt)

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