Common use of No Proceedings Clause in Contracts

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state State or local tax attributes of the Notes;

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened in writing, against the Servicer, Servicer before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Ai) asserting the invalidity of this Agreement or any of the other Basic Documents, ; (Bii) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the other Basic Documents, ; (Ciii) seeking any determination or ruling that might would materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the other Basic Documents Documents; or (Div) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;Securities.

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened threatened, against the Servicer, Servicer before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Ai) asserting the invalidity of this Agreement or any of the other Basic Documents, ; (Bii) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the other Basic Documents, ; (Ciii) seeking any determination or ruling that might would materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the other Basic Documents Documents; or (Div) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;Securities.

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s 's knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the NotesSecurities;

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s 's knowledge, threatened threatened, against the Servicer, Servicer before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Ai) asserting the invalidity of this Agreement or any of the other Basic Documents, ; (Bii) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the other Basic Documents, ; (Ciii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the other Basic Documents Documents; or (Div) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;Securities.

No Proceedings. There are no proceedings or investigations pending orpending, or to the Servicer’s 's best knowledge, threatened against the Servicerthreatened, before any court, regulatory body, administrative agency agency, or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Aa) asserting the invalidity of this Agreement Agreement, the Notes or any of the Basic DocumentsCertificates, (Bb) seeking to prevent the issuance of the Notes or the Certificates or the consummation of any of the transactions contemplated by this Agreement or any of the other Basic DocumentsDocument, (Cc) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement Agreement, any other Basic Document, the Notes or any of the Basic Documents Certificates, or (Dd) seeking relating to the Servicer and which might adversely affect the federal or state income tax or other federal, state or local tax attributes of the Notes;Notes or the Certificates.

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state State or local tax attributes of the Notes;.

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s 's knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Related Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Related Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Related Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;

No Proceedings. There are no proceedings or investigations -------------- pending or, to the Servicer’s 's knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the NotesSecurities;

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Related Documents, (B) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Related Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Related Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;Securities.

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the NotesSecurities;

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s 's knowledge, threatened against the Servicer, Servicer before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Ai) asserting the invalidity of this Agreement or any of the Basic Documents, ; (Bii) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, ; (Ciii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents Documents; or (Div) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;Securities.

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s 's knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Related Documents, (B) seeking to prevent the issuance of the Certificates or the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Related Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Related Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Certificates or the Notes;

No Proceedings. There are no proceedings or investigations pending orpending, or to the Servicer’s 's best knowledge, threatened against the Servicerthreatened, before any court, regulatory body, administrative agency agency, or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Aa) asserting the invalidity of this Agreement Agreement, or any of the Basic DocumentsNotes or the Certificates, (Bb) seeking to prevent the issuance of the Notes or the Certificates or the consummation of any of the transactions contemplated by this Agreement or any of the other Basic DocumentsDocument, (Cc) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement Agreement, any other Basic Document, or any of the Basic Documents Notes or the Certificates, or (Dd) seeking relating to the Servicer and which might adversely affect the federal or state income tax or other federal, state or local tax attributes of the Notes;Notes or the Certificates.

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s 's knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the other Basic Documents or otherwise have a Material Adverse Effect or result in a Material Adverse Change, or (D) seeking relating to the Servicer and which might adversely affect the federal income tax or other federalstate income, state excise, franchise or local similar tax attributes of the Notes;.

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s 's knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;

No Proceedings. There are is no proceedings action, suit or investigations pending orproceeding before or by any court or governmental agency or body, domestic or foreign, now pending, or to the Servicer’s 's knowledge, threatened threatened, against or affecting the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties : (Ai) asserting the invalidity of this Agreement Agreement, the Notes, or any of the Basic other Transaction Documents, (Bii) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic other Transaction Documents, (Ciii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement Agreement, the Notes or any of the Basic Documents other Transaction Documents, or (Div) seeking relating to the Servicer and which might adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;.

No Proceedings. There To the Servicer’s knowledge, there are no proceedings or investigations pending oror threatened in writing, to the Servicer’s knowledge, threatened against the Servicer, Servicer before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Ai) asserting the invalidity of this Agreement or any of the other Basic Documents, ; (Bii) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the other Basic Documents, ; (Ciii) seeking any determination or ruling that might would materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the other Basic Documents Documents; or (Div) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;Securities.

No Proceedings. There As of the date of the Underwriting Agreement, the Prospectus Date and the Closing Date, there are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (Ai) asserting the invalidity of this Agreement or any of the Basic DocumentsAgreement, (Bii) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement Agreement, or any of the Basic Documents, (Ciii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of otherwise be material to the Basic Documents or (D) seeking to adversely affect Noteholders, except as otherwise may be disclosed on the federal income tax or other federal, state or local tax attributes of the Notes;Prospectus; and

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;Securities; and

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s 's knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Related Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Related Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Related Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;; and

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Transaction Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Transaction Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Transaction Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the NotesSecurities;

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened threatened, against the Servicer, Servicer before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Ai) asserting the invalidity of this Agreement or any of the other Basic Documents, ; (Bii) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the other Basic Documents, ; (Ciii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the other Basic Documents Documents; or (Div) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;Securities.

No Proceedings. There are no proceedings or investigations pending or, to the best of the Servicer’s 's knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Related Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Related Documents, (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Related Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened in writing, against the Servicer, Servicer before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Ai) asserting the invalidity of this Agreement or any of the other Basic Documents, ; (Bii) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the other Basic Documents, ; (Ciii) seeking any determination or ruling that might would materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the other Basic Documents Documents; or (Div) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;Securities. (2019-B Sale and Servicing Agreement)

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s 's knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the NotesSecurities;

No Proceedings. There are no proceedings or investigations -------------- pending or, to the Servicer’s 's knowledge, threatened threatened, against the Servicer, Servicer before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Ai) asserting the invalidity of this Agreement or any of the other Basic Documents, ; (Bii) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the other Basic Documents, ; (Ciii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the other Basic Documents Documents; or (Div) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;Securities.

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;; Back to Contents

No Proceedings. There are no proceedings or -------------- investigations pending or, to the Servicer’s 's knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the NotesSecurities;

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s 's knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Related Documents, (B) seeking to prevent the issuance of the Notes Certificates or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Related Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Related Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the NotesCertificates;

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the Back to Contents transactions contemplated by this Agreement or any of the Basic Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;

No Proceedings. There are no proceedings or investigations pending orpending, or to the Servicer’s best knowledge, threatened against the Servicerthreatened, before any court, regulatory body, administrative agency agency, or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Aa) asserting the invalidity of this Agreement or Agreement, any of other Basic Document, the Basic DocumentsNotes, (Bb) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the other Basic DocumentsDocument, (Cc) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or Agreement, any of other Basic Document, the Basic Documents Notes, or (Dd) seeking relating to the Servicer and which might adversely affect the federal or state income tax or other federal, state or local tax attributes of the Notes;.

No Proceedings. There To the Servicer’s knowledge, there are no proceedings or investigations pending orpending, or to the Servicer’s best knowledge, threatened against the Servicerthreatened, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Ai) asserting the invalidity of this Agreement or any of the other Basic DocumentsDocument, (Bii) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, (Ciii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or the Securities or (Div) seeking relating to the Servicer and which might adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;Securities.

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened threatened, against the Servicer, Servicer before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Ai) asserting the invalidity of this Agreement or any of the other Basic Documents, ; (Bii) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the other Basic Documents, ; (Ciii) seeking any determination or ruling that might would materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the other Basic Documents Documents; or (Div) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;Securities. (2011-A Sale and Servicing Agreement) 36

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s 's knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes Certificates or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents to which the Servicer is a party or (D) seeking to adversely affect the federal income tax or other federal, state state, provincial, or local tax attributes of the Notes;Certificates; and

No Proceedings. There are no legal or governmental proceedings or investigations pending or, to the Servicer’s 's knowledge, threatened threatened, against the Servicer, Servicer before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties properties: (Ai) asserting the invalidity of this Agreement or any of the other Basic Documents, ; (Bii) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the other Basic Documents, (C) Documents or seeking any determination or ruling that might which would materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the other Basic Documents Documents; or (Diii) seeking to adversely affect the federal income tax or other federal, state or local similar Applicable Tax State tax attributes of the Notes;.

No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s 's knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes Securities or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the NotesSecurities;