INDEPENDENT AUDITORS' ANNUAL SERVICER COMPLIANCE CERTIFICATE Sample Clauses

INDEPENDENT AUDITORS' ANNUAL SERVICER COMPLIANCE CERTIFICATE. For so long as the Mortgages Trustee, Funding 1 or any Issuer is subject to the reporting obligations of Section 13 or 15(d) of the Exchange Act, Funding 1 shall cause an independent accountant to furnish to Funding 1 not later than 30th June in each year commencing in 2005 a report with respect to each such Issuer addressed to the Board of Directors of Funding 1 to the effect that (a) such firm has examined Funding 1's assertion described in CLAUSE 5.6(B), (b) such examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and provides a reasonable basis for such firm's opinion and (c) in the opinion of such firm, such assertion of Funding 1 is fairly stated in all material respects (or, if such assertion is not fairly stated, stating why such assertion is not fairly stated).
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INDEPENDENT AUDITORS' ANNUAL SERVICER COMPLIANCE CERTIFICATE. The Administrator shall cause an independent auditor to furnish to the Administrator and the Mortgages Trustee not later than 30th April in each year (or, in the case of 2004, 30 June) commencing in 2004 a report addressed to the Board of Directors of the Administrator, substantially to the effect that (a) such firm has examined certain documents and records of the Administrator relating to the servicing of residential Mortgage Loans under this Agreement during the preceding calendar year, (b) such examination (i) included such tests and auditing procedures as such firm considered necessary in the circumstances, and (ii) was conducted in compliance with the attestation standards of the American Institute of Certified Public Accountants, (c) management of the Administrator has asserted to such firm that the Administrator has complied with the minimum servicing standards set out in Schedule 5 and (d) in the opinion of such firm, such assertion of the Administrator's management is fairly stated in all material respects (or, if such assertion of the Administrator's management is not correct, stating why such assertion is not correct).
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INDEPENDENT AUDITORS' ANNUAL SERVICER COMPLIANCE CERTIFICATE. On or before March 31 of each calendar year, commencing in 2007, the Servicer shall cause a registered public accounting firm to furnish to the Servicer and the Mortgages Trustee an attestation report on assessment of compliance with the Servicing Criteria with respect to the Servicer or any affiliate thereof during the immediately preceding calendar year delivered by such accountants pursuant to Rule 13(a)-18 or Rule 15(d)-18 of the Exchange Act and Item 1122 of Regulation AB; provided, however, that solely with respect to the fiscal year ending December 31, 2006, the Servicer, in its sole and absolute discretion, rather than cause the report described above to be furnished, may cause a registered public accounting firm to furnish to the Servicer and the Mortgages Trustee:
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INDEPENDENT AUDITORS' ANNUAL SERVICER COMPLIANCE CERTIFICATE. The Administrator shall cause an independent auditor to furnish to the Administrator and the Mortgages Trustee not later than 30th April in each year commencing in 2005 a report addressed to the Board of Directors of the Administrator, substantially to the effect that (a) such firm has examined certain documents and records of the Administrator relating to the servicing of residential Mortgage Loans under this Agreement during the preceding calendar year, (b) such examination (i) included such tests and auditing procedures as such firm considered necessary in the circumstances, and (ii) was conducted in compliance with the attestation standards of the American Institute of Certified Public Accountants, (c) management of the Administrator has asserted to such firm that the Administrator has complied with the minimum servicing standards set out in Schedule 5 and (d) in the opinion of such firm, such assertion of the Administrator's management is fairly stated in all material respects (or, if such assertion of the Administrator's management is not correct, stating why such assertion is not correct).
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INDEPENDENT AUDITORS' ANNUAL SERVICER COMPLIANCE CERTIFICATE. For so long as the Mortgages Trustee, Funding 1, Funding 2, any Funding 1 Issuer or the Master Issuer is subject to the reporting requirements of Section 13(a) or 15(d) of the Exchange Act, the Servicer shall cause a registered public accounting firm to furnish to the Servicer and the Mortgages Trustee on behalf of the Beneficiaries and the Funding 1 Issuers and the Master Issuer, as applicable, not later than 31 March in each calendar year commencing in 2007, an attestation report (addressed to the Board of Directors of the Servicer) on assessment of compliance with the Servicing Criteria with respect to the Servicer or any affiliate thereof during the immediately preceding calendar year delivered by such accountants pursuant to Rule 13(a)-18 or Rule 15(d)-18 of the Exchange Act and Item 1122 of Regulation AB; provided, however, that solely with respect to the fiscal year ending December 31, 2006, the Servicer, in its sole and absolute discretion, rather than cause the report described above to be furnished, may cause a registered public accounting firm to furnish to the Servicer and the Mortgages Trustee:
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INDEPENDENT AUDITORS' ANNUAL SERVICER COMPLIANCE CERTIFICATE. For so long as the Mortgages Trustee, Funding 1 or any Issuer is subject to the reporting obligations of Section 13 or 15(d) of the Exchange Act, the Mortgages Trustee shall cause an independent accountant to furnish to the Mortgages Trustee not later than 30th June in each year commencing in 2004 a report with respect to each such Issuer addressed to the Board of Directors of the Mortgages Trustee to the effect that (a) such firm has examined the Mortgages Trustee's assertion described in CLAUSE 5.6(b), (b) such examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and provides a reasonable basis for such firm's opinion and (c) in the opinion of such firm, such assertion of the Mortgages Trustee is fairly stated in all material respects (or, if such assertion of the Servicer's management is not fairly stated, stating why such assertion is not fairly stated).
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Related to INDEPENDENT AUDITORS' ANNUAL SERVICER COMPLIANCE CERTIFICATE

  • Annual Servicing Report By the date in each year specified in the Adoption Annex, beginning on the date specified in the Adoption Annex, the Master Servicer, at its expense, shall cause a firm of nationally recognized independent public accountants (who may also render other services to the Master Servicer) to furnish a report to the Indenture Trustee, the Credit Enhancer, and each Rating Agency to the effect that the firm has examined certain documents and records relating to the servicing of mortgage loans during the most recent fiscal year then ended under sale and servicing agreements or pooling and servicing agreements (substantially similar to this Agreement, including this Agreement), that the examination was conducted substantially in compliance with the audit guide for audits of non-supervised mortgagees approved by the Department of Housing and Urban Development for use by independent public accountants (to the extent that the procedures in the audit guide are applicable to the servicing obligations in those agreements), and that the examination has disclosed no items of noncompliance with this Agreement that, in the opinion of the firm, are material, except for the items of noncompliance described in the report.

  • Annual Independent Accountants’ Servicing Report If the Master Servicer (or any of its Affiliates) has, during the course of any fiscal year, directly serviced, as a successor Servicer, any of the Mortgage Loans, then the Master Servicer at its expense shall cause a nationally recognized firm of independent certified public accountants to furnish a statement to the Securities Administrator, any NIMS Insurer and the Depositor no later than five Business Days after the 15th of March of each calendar year, commencing in March 2006 to the effect that, with respect to the most recently ended calendar year, such firm has examined certain records and documents relating to the Master Servicer’s performance of its servicing obligations under this Agreement and pooling and servicing and trust agreements in material respects similar to this Agreement and to each other and that, on the basis of such examination conducted substantially in compliance with the audit program for mortgages serviced for Xxxxxxx Mac or the Uniform Single Attestation Program for Mortgage Bankers (or such other attestation program as may be required by applicable law or regulation), such firm is of the opinion that the Master Servicer’s activities have been conducted in compliance with this Agreement, or that such examination has disclosed no material items of noncompliance except for (i) such exceptions as such firm believes to be immaterial, (ii) such other exceptions as are set forth in such statement and (iii) such exceptions that the Uniform Single Attestation Program for Mortgage Bankers or the Audit Program for Mortgages Serviced by Xxxxxxx Mac (or such other attestation program as may be required by applicable law or regulation) requires it to report. Copies of such statements shall be provided to any Certificateholder upon request by the Master Servicer, or by the Trustee at the expense of the Master Servicer if the Master Servicer shall fail to provide such copies. If such report discloses exceptions that are material, the Master Servicer shall advise the Trustee whether such exceptions have been or are susceptible of cure, and will take prompt action to do so.

  • Annual Independent Accountants’ Report 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 to the Seller, to deliver to the Trustee, the Owner Trustee, the Trust Collateral Agent, the Backup Servicer, the Insurer and each Rating Agency, on or before October 31 (or 120 days after the end of the Servicer's fiscal year, if other than June 30) of each year, beginning on October 31, 1999, with respect to the twelve months ended the immediately preceding June 30 (or other applicable date) (or such other period as shall have elapsed from the Closing Date to the date of such certificate), a statement (the "Accountants' Report") addressed to the Board of Directors of the Servicer, to the Trustee, the Owner Trustee, the Trust Collateral Agent, the Backup Servicer and to the Insurer, to the effect that such firm has audited the books and records of AmeriCredit Corp., in which the Servicer is included as a consolidated subsidiary, and issued its report thereon in connection with the audit report on the consolidated financial statements of AmeriCredit Corp. and that (1) such audit was made in accordance with generally accepted auditing standards, and accordingly included such tests of the accounting records and such other auditing procedures as such firm considered necessary in the circumstances; (2) the firm is independent of the Seller and the Servicer within the meaning of the Code of Professional Ethics of the American Institute of Certified Public Accountants, and (3) includes a report on the application of agreed upon procedures to three randomly selected Servicer's Certificates including the delinquency, default and loss statistics required to be specified therein noting whether any exceptions or errors in the Servicer's Certificates were found.

  • Servicer Compliance Statement On or before March 1 of each calendar year, commencing in 2007, the Servicer shall deliver to the Owner and any Depositor a statement of compliance addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, to the effect that (i) a review of the Servicer’s activities during the immediately preceding calendar year (or applicable portion thereof) and of its performance under this Agreement and any applicable Reconstitution Agreement during such period has been made under such officer’s supervision, and (ii) to the best of such officers’ knowledge, based on such review, the Servicer has fulfilled all of its obligations under this Agreement and any applicable Reconstitution Agreement in all material respects throughout such calendar year (or applicable portion thereof) or, if there has been a failure to fulfill any such obligation in any material respect, specifically identifying each such failure known to such officer and the nature and the status thereof.

  • Officers' and Compliance Certificates together with each delivery of financial statements of Lessee and its Subsidiaries pursuant to subdivisions (2) and (3) above after the Initial Borrowing Date, (a) an Officers' Certificate of Lessee stating that the signers have reviewed the terms of this Lease and have made, or caused to be made under their supervision, a review in reasonable detail of the transactions and condition of Lessee and its Subsidiaries during the accounting period covered by such financial statements and that such review has not disclosed the existence during or at the end of such accounting period, and that the signers do not have knowledge of the existence as at the date of such Officers' Certificate, of any condition or event that constitutes a Default or Lease Event of Default, or, if any such condition or event existed or exists, specifying the nature and period of existence thereof and what action Lessee has taken, is taking and proposes to take with respect thereto; and (b) a Compliance Certificate demonstrating in reasonable detail compliance during and at the end of the applicable quarterly and annual accounting periods with the restrictions contained in Section 7;

  • Officer’s Compliance Certificate At each time financial statements are delivered pursuant to Sections 7.1(a) or (b) and at such other times as the Administrative Agent shall reasonably request, an Officer’s Compliance Certificate.

  • Annual Compliance Certificate Within one hundred and twenty (120) days after December 31, 2021 and each fiscal year of the Company ending thereafter, the Company will deliver an Officer’s Certificate to the Trustee stating (i) that the signatory thereto has supervised a review of the activities of the Company and its Subsidiaries during such fiscal year with a view towards determining whether any Default or Event of Default has occurred; and (ii) whether, to such signatory’s knowledge, a Default or Event of Default has occurred or is continuing (and, if so, describing all such Defaults or Events of Default and what action the Company is taking or proposes to take with respect thereto).

  • Monthly Compliance Certificate Within thirty (30) days after the last day of each month and together with the Monthly Financial Statements, a duly completed Compliance Certificate signed by a Responsible Officer, certifying that as of the end of such month, Borrower was in full compliance with all of the terms and conditions of this Agreement, and setting forth calculations showing compliance with the financial covenants set forth in this Agreement and such other information as Bank shall reasonably request;

  • Compliance Certificates The Company shall deliver to the Trustee, within 120 days after the end of each fiscal year during which any Securities of any series were outstanding, an officer’s certificate stating whether or not the signers know of any Event of Default that occurred during such fiscal year. Such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and the Company’s performance under this Indenture and that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 13.12, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If the officer of the Company signing such certificate has knowledge of such an Event of Default, the certificate shall describe any such Event of Default and its status.

  • Officer’s Compliance Certificates As soon as practicable (and in any event within 60 days after the close of each of the first three quarters of its fiscal year and within 120 days after the close of each fiscal year), a statement signed by one of the Parent’s financial officers substantially in the form of Exhibit M (commencing with the fourth quarter of the fiscal year ending December 31, 2012) and such other information as the Facility Agent may reasonably request;

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