Common use of Assessments of Compliance and Attestation Reports Clause in Contracts

Assessments of Compliance and Attestation Reports. (a) Each of the Servicer, the Trustee and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee on or before March 15th of each calendar year beginning in 2007, a report regarding such party's assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Servicer, the Trustee and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee shall confirm that the Assessments of Compliance, taken individually, address the Relevant Servicing Criteria for each party as set forth on Exhibit M and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year.

Assessments of Compliance and Attestation Reports. (a) Each By March 15th of each calendar year, commencing in March 2008, the Servicers, the Master Servicer, the Trustee Trust Administrator and the CustodianCustodian (as set forth in the Custodial Agreement), each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, each at its own expense, to the Trust Administrator (and the Trust Administrator shall furnish or otherwise make available to the Depositor and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor), a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)4.06, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such periodperiod (the “Attestation Report”). No later than February 1 Promptly after receipt of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the such report on assessment of compliance prepared by compliance, (i) the Depositor shall review each such Servicing Function Participant. When report and, if applicable, consult with the related Servicer, the Trustee and Master Servicer, the Trust Administrator, the Custodian (or as set forth in the Custodial Agreement) and any Servicing Function Participant engaged by them) submit their assessments such parties, as to the Depositor nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Trust Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M C and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of such parties shall compliance received by it from the Servicers with its own assessment of compliance to be required submitted to deliver the Trust Administrator pursuant to this Section. In the event a Servicer, the Master Servicer, the Trust Administrator, the Custodian, or any Servicing Function Participant engaged by any such Assessments party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of Compliance until April 15 in this Agreement, such party shall provide a report on assessment of compliance pursuant to this Section 3.21, notwithstanding any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar yearsuch termination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each a)Each of the Master Servicer, the Trustee Securities Administrator and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee Securities Administrator on or before March 15th of each calendar year beginning in 2007, a report regarding such party's assessment of compliance with the Relevant Servicing Criteria (each, together with such similar report delivered by each Servicer as described in Section 3.21(c), an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the TrusteeSecurities Administrator, that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Master Servicer, the Trustee Securities Administrator and the Custodian shall each forward to the Depositor and the Trustee Securities Administrator the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Securities Administrator and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the TrusteeSecurities Administrator, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Securities Administrator shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M Q and on any similar exhibit set forth in each Servicing Agreement in respect of each Servicer and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year.

Assessments of Compliance and Attestation Reports. (a) Each of the Master Servicer, the Trustee Securities Administrator and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee Securities Administrator on or before March 15th 10th of each calendar year beginning in 20072008 (provided that each of the Master Servicer, the Securities Administrator and the Custodian shall make its best efforts to deliver such report by March 10th, but will not be in default in its obligation to so deliver such report unless it is not delivered by March 15th), a report regarding such party's assessment of compliance with the Relevant Servicing Criteria (each, together with such similar report delivered by each Servicer as described in Section 3.21(c), an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, ) that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Master Servicer, the Trustee Securities Administrator and the Custodian shall each forward to the Depositor and the Trustee Securities Administrator the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Securities Administrator and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the TrusteeSecurities Administrator, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly At any time after February 1 of each fiscal year, if the Master Servicer, the Securities Administrator or the Custodian determines or is informed that the list of Relevant Servicing Criteria to be addressed in the report on assessment of compliance prepared by each Servicing Function Participant is no longer in complete accordance or no longer reasonably likely to be in complete accordance with the Relevant Servicing Criteria for such Servicing Function Participant as notified to the Depositor and Securities Administrator in the paragraph immediately above, the Master Servicer, the Securities Administrator or the Custodian, as the case may be, shall promptly inform the Depositor and the Securities Administrator by written notice that such Servicing Function Participant is likely to address different Relevant Servicing Criteria in the report on assessment of compliance prepared by such Servicing Function Participant. Following transmission of such notice, the Master Servicer, the Securities Administrator or the Custodian, as the case may be, shall negotiate with such Servicing Function Participants that the Master Servicer, Securities Administrator or Custodian, as applicable, deems necessary so that all Relevant Servicing Criteria shall be addressed by one or more Servicing Function Participants and so that all Assessments of Compliance shall, in the determination of the Depositor, be satisfactory. Within 10 calendar days of receipt of such Assessments of Compliance, the Trustee Securities Administrator shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M N and on any similar exhibit set forth in each Servicing Agreement in respect of each Servicer and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year; provided, however, the Custodian shall deliver to the Depositor on or before March 15th of any such year in which the Custodian is not required to deliver an Assessment of Compliance with respect to any other transaction for which the Depositor is the depositor, a copy of the Assessment of Compliance for the preceding fiscal year prepared by the Custodian relating to the Custodian's servicing platform with respect to asset-backed securities that are backed by assets of the type backing the Offered Certificates.

Assessments of Compliance and Attestation Reports. (a) Each of the ServicerThe Trustee, the Trustee and the Custodian, each at its own expense, shall deliver, and shall cause each any Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee on or before March 15th 10th of each calendar year beginning in 20072009 (provided that the Trustee shall make its best efforts to deliver such report by March 10th, but will not be in default in its obligation to so deliver such report unless it is not delivered by March 15th), a report regarding such party's ’s assessment of compliance with the Relevant Servicing Criteria (each, an "“Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, ”) that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c3.10(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Servicer, the Trustee and the Custodian (or any Servicing Function Participant engaged by them) submit submits their assessments to the Depositor and the TrusteeDepositor, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b3.09(b)) of each Servicing Function Participant engaged by it. Promptly At any time after February 1 of each fiscal year, if the Trustee determines or is informed that the list of Relevant Servicing Criteria to be addressed in the report on assessment of compliance prepared by each Servicing Function Participant is no longer in complete accordance or no longer reasonably likely to be in complete accordance with the Relevant Servicing Criteria for such Servicing Function Participant as notified to the Depositor in the paragraph immediately above, the Trustee shall promptly inform the Depositor by written notice that such Servicing Function Participant is likely to address different Relevant Servicing Criteria in the report on assessment of compliance prepared by such Servicing Function Participant. Following transmission of such notice, the Trustee shall negotiate with such Servicing Function Participants that the Trustee deems necessary so that all Relevant Servicing Criteria shall be addressed by one or more Servicing Function Participants and so that all Assessments of Compliance shall, in the determination of the Depositor, be satisfactory. Within 10 calendar days of receipt of such Assessments of Compliance, the Trustee shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M C and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year.

Assessments of Compliance and Attestation Reports. (a) Each By March 15th (with no cure period) of each calendar year, commencing in March 2007, the Servicer, the Trustee Master Servicer, the Trust Administrator and the Custodian, each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, each at its own expense, to the Trust Administrator (and the Trust Administrator shall furnish or otherwise make available to the Depositor and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor), a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)4.06, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such periodperiod (the “Attestation Report”). No later than February 1 The Custodian, in its capacity as such, shall deliver such assessment of compliance only for so long as the Trust is subject to the Exchange Act reporting requirements. Promptly after receipt of each fiscal year for such report on assessment of compliance, (i) the Trust for which a Form 10-K is required to be filedDepositor shall review each such report and, if applicable, consult with the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Trust Administrator and the Custodian (or Custodian, and any Servicing Function Participant engaged by them) submit their assessments such parties, as to the Depositor nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Trust Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M O and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of compliance received by it from the Servicers with its own assessment of compliance to be submitted to the Trust Administrator pursuant to this Section. In the event the Servicer, the Master Servicer, the Trust Administrator, the Custodian, or any Servicing Function Participant engaged by any such party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of this Agreement, or any other applicable agreement, as the case may be, such party shall provide a report on assessment of compliance pursuant to this Section 3.21, or the relevant section of such parties shall be required to deliver other applicable agreement, notwithstanding any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar yeartermination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each a)Each of the Master Servicer, the Trustee Securities Administrator and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee Securities Administrator on or before March 15th of each calendar year beginning in 2007, a report regarding such party's assessment of compliance with the Relevant Servicing Criteria (each, together with such similar report delivered by each Servicer as described in Section 3.21(c), an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Master Servicer, the Trustee Securities Administrator and the Custodian shall each forward to the Depositor Securities Administrator and the Trustee Depositor the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Securities Administrator and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor Securities Administrator and the TrusteeDepositor, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Securities Administrator shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M Q and on any similar exhibit set forth in each Servicing Agreement in respect of each Servicer and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year.

Assessments of Compliance and Attestation Reports. (a) Each By March 15th of each calendar year, commencing in March 2008, the Servicer, the Trustee Master Servicer, the Trust Administrator and the CustodianCustodian (as set forth in the Custodial Agreement), each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, each at its own expense, to the Trust Administrator (and the Trust Administrator shall furnish or otherwise make available to the Depositor and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor), a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)4.06, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such periodperiod (the “Attestation Report”). No later than February 1 Promptly after receipt of each fiscal year for such report on assessment of compliance, (i) the Trust for which a Form 10-K is required to be filedDepositor shall review each such report and, if applicable, consult with the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee and Trust Administrator, the Custodian (or as set forth in the Custodial Agreement) and any Servicing Function Participant engaged by them) submit their assessments such parties, as to the Depositor nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Trust Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M C and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of such parties shall compliance received by it from the Servicer with its own assessment of compliance to be required submitted to deliver the Trust Administrator pursuant to this Section. In the event the Servicer, the Master Servicer, the Trust Administrator, the Custodian, or any Servicing Function Participant engaged by any such Assessments party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of Compliance until April 15 in this Agreement, such party shall provide a report on assessment of compliance pursuant to this Section 3.21, notwithstanding any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar yearsuch termination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each By March 1st (with respect to the Servicer) or by March 15th (with respect to the Master Servicer, the Trust Administrator and the Custodian and with no cure period) of each calendar year, commencing in March 2007, the Servicer, the Trustee Master Servicer, the Trust Administrator and the Custodian, each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, each at its own expense, to the Trust Administrator (and the Trust Administrator shall furnish or otherwise make available to the Depositor and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor), a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)4.06, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such periodperiod (the “Attestation Report”). No later than February 1 The Custodian, in its capacity as such, shall deliver such assessment of compliance only for so long as the Trust is subject to the Exchange Act reporting requirements. Promptly after receipt of each fiscal year for such report on assessment of compliance, (i) the Trust for which a Form 10-K is required to be filedDepositor shall review each such report and, if applicable, consult with the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Trust Administrator and the Custodian (or Custodian, and any Servicing Function Participant engaged by them) submit their assessments such parties, as to the Depositor nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Trust Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M O and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of compliance received by it from the Servicers with its own assessment of compliance to be submitted to the Trust Administrator pursuant to this Section. In the event the Servicer, the Master Servicer, the Trust Administrator, the Custodian, or any Servicing Function Participant engaged by any such party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of this Agreement, or any other applicable agreement, as the case may be, such party shall provide a report on assessment of compliance pursuant to this Section 3.21, or the relevant section of such parties shall be required to deliver other applicable agreement, notwithstanding any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar yeartermination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each By March 15th (with no cure period) of each calendar year during which a Form 10-K is required to be filed pursuant to Section 4.06 hereunder, commencing in March 2007, the Servicer, the Trustee Master Servicer, the Trust Administrator and the Custodian, each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, each at its own expense, to the Trust Administrator (and the Trust Administrator shall furnish or otherwise make available to the Depositor and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor), a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)4.06, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such periodperiod (the “Attestation Report”). No later than February 1 The Custodian, in its capacity as such and any Servicing Function Participant, shall deliver such assessment of compliance only for so long as the Trust is subject to the Exchange Act reporting requirements. Promptly after receipt of each fiscal year for such report on assessment of compliance, (i) the Trust for which a Form 10-K is required to be filedDepositor shall review each such report and, if applicable, consult with the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Trust Administrator and the Custodian (or Custodian, and any Servicing Function Participant engaged by them) submit their assessments such parties, as to the Depositor nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Trust Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M O and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of compliance received by it from the Servicers with its own assessment of compliance to be submitted to the Trust Administrator pursuant to this Section. In the event the Servicer, the Master Servicer, the Trust Administrator, the Custodian, or any Servicing Function Participant engaged by any such party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of this Agreement, or any other applicable agreement, as the case may be, such party shall provide a report on assessment of compliance pursuant to this Section 3.21, or the relevant section of such parties shall be required to deliver other applicable agreement, notwithstanding any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar yeartermination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each By March 15th of each year, commencing in March 2008, the Servicer, the Trustee Master Servicer, the Securities Administrator and the Custodian, each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, or otherwise make available each at its own expense, to the Depositor Securities Administrator and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor, a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c3.13(a)(iv), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for Notwithstanding the Trust for which a Form 10-K is required to be filedforegoing, neither the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Servicer, the Trustee and the Custodian (or Servicer nor any Servicing Function Participant engaged by them) submit their the Servicer shall be required to deliver any assessments until March 31st in any year following the year in which the Servicer receives notification that the Form 15 for the Trust has been filed, however, notwithstanding anything herein to the Depositor and contrary, no Subcontractor will be required to deliver any assessments in any such given year in which the Trustee, such parties will also at such time include the assessment (and attestation pursuant Form 10-K is not required to Section 3.21(b)) be filed. Promptly after receipt of each such report on assessment of compliance, (i) the Depositor shall review each such report and, if applicable, consult with the Servicer, the Master Servicer, the Securities Administrator, the Custodian and any Servicing Function Participant engaged by it. Promptly after receipt any such party as to the nature of any material instance of noncompliance with the Relevant Servicing Criteria by any such Assessments of Complianceparty, and (ii) the Trustee Securities Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M J and notify the Depositor of any exceptions. None In the event the Servicer, the Master Servicer, the Securities Administrator, the Custodian, or any Servicing Function Participant engaged by any such party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of this Agreement, or any other applicable agreement, as the case may be, such party shall provide a report on assessment of compliance pursuant to this Section 3.10, or to such other applicable agreement, notwithstanding any such termination, assignment or resignation. By March 15th of each year, commencing in March 2008, the Servicer, the Master Servicer, the Securities Administrator and the Custodian, each at its own expense, shall cause, and each such party shall cause any Servicing Function Participant engaged by it to cause, each at its own expense, a registered public accounting firm (which may also render other services to the Servicer, the Master Servicer, the Securities Administrator, the Custodian or such other Servicing Function Participants, as the case may be) and that is a member of the American Institute of Certified Public Accountants to furnish an attestation report to the Securities Administrator and the Depositor, to the effect that (i) it has obtained a representation regarding certain matters from the management of such parties party, which includes an assertion that such party has complied with the Relevant Servicing Criteria, and (ii) on the basis of an examination conducted by such firm in accordance with standards for attestation engagements issued or adopted by the Public Company Accounting Oversight Board, it is expressing an opinion as to whether such party’s compliance with the Relevant Servicing Criteria was fairly stated in all material respects, or it cannot express an overall opinion regarding such party’s assessment of compliance with the Relevant Servicing Criteria. In the event that an overall opinion cannot be expressed, such registered public accounting firm shall state in such report why it was unable to express such an opinion. Such report must be available for general use and not contain restricted use language. Notwithstanding the foregoing, neither the Servicer nor any Servicing Function Participant engaged by the Servicer shall be required to deliver or cause the delivery of such reports until March 31st in any year following the year in which the Servicer receives notification that the Form 15 for the Trust has been filed, however, notwithstanding anything herein to the contrary, no Subcontractor will be required to deliver any report in any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from in which the Depositor that a Form 10-K is not required to be filed in respect filed. Promptly after receipt of each such assessment of compliance and attestation report, the Trust for Securities Administrator shall confirm that each assessment submitted pursuant to this Section 3.10 is coupled with an attestation meeting the preceding calendar yearrequirements of this Section 3.10 and notify the Depositor of any exceptions. In the event the Servicer, the Master Servicer, the Securities Administrator, the Custodian, or any Servicing Function Participant engaged by any such party, is terminated, assigns its rights and duties under, or resigns pursuant to the terms of, this Agreement, or any applicable Custodial Agreement or sub-servicing agreement, as the case may be, such party shall cause a registered public accounting firm to provide an attestation pursuant to this Section 3.10, or such other applicable agreement, notwithstanding any such termination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each By March 15th of each year, commencing in March 2008, the Servicer, the Trustee Master Servicer, the Securities Administrator and the Custodian, each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, or otherwise make available each at its own expense, to the Depositor Securities Administrator and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor, a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c3.13(a)(iv), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such period. Notwithstanding the foregoing, neither the Servicer nor any Servicing Function Participant engaged by the Servicer shall be required to deliver any assessments until March 31st in any year following the year in which the Servicer receives notification that the Form 15 for the Trust has been filed, however, notwithstanding anything herein to the contrary, no Subcontractor will be required to deliver any assessments in any such given year in which the Form 10-K is not required to be filed. No later than February 1 the end of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Servicer, the Trustee Master Servicer and the Custodian shall each forward to the Depositor Securities Administrator and the Trustee Depositor the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function ParticipantParticipant (provided, however, that the Master Servicer need not provide such information to the Securities Administrator so long as the Master Servicer and the Securities Administrator are the same Person). When the Master Servicer, the Trustee Custodian and the Custodian Securities Administrator (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the TrusteeSecurities Administrator, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) 3.10 of each Servicing Function Participant engaged by it. Promptly after receipt of each such Assessments report on assessment of Compliancecompliance, (i) the Depositor shall review each such report and, if applicable, consult with the Servicer, the Trustee Master Servicer, the Securities Administrator, the Custodian and any Servicing Function Participant engaged by any such party as to the nature of any material instance of noncompliance with the Relevant Servicing Criteria by any such party, and (ii) the Securities Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of compliance received by it from the Servicers with its own assessment of compliance to be submitted to the Securities Administrator pursuant to this Section. In the event the Servicer, the Master Servicer, the Securities Administrator, the Custodian, or any Servicing Function Participant engaged by any such party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of this Agreement, or any other applicable agreement, as the case may be, such party shall provide a report on assessment of compliance pursuant to this Section 3.10, or to such other applicable agreement, notwithstanding any such termination, assignment or resignation. By March 15th of each year, commencing in March 2008, the Servicer, the Master Servicer, the Securities Administrator and the Custodian, each at its own expense, shall cause, and each such party shall cause any Servicing Function Participant engaged by it to cause, each at its own expense, a registered public accounting firm (which may also render other services to the Servicer, the Master Servicer, the Securities Administrator, the Custodian or such other Servicing Function Participants, as the case may be) and that is a member of the American Institute of Certified Public Accountants to furnish an attestation report to the Securities Administrator and the Depositor, to the effect that (i) it has obtained a representation regarding certain matters from the management of such parties party, which includes an assertion that such party has complied with the Relevant Servicing Criteria, and (ii) on the basis of an examination conducted by such firm in accordance with standards for attestation engagements issued or adopted by the Public Company Accounting Oversight Board, it is expressing an opinion as to whether such party’s compliance with the Relevant Servicing Criteria was fairly stated in all material respects, or it cannot express an overall opinion regarding such party’s assessment of compliance with the Relevant Servicing Criteria. In the event that an overall opinion cannot be expressed, such registered public accounting firm shall state in such report why it was unable to express such an opinion. Such report must be available for general use and not contain restricted use language. Notwithstanding the foregoing, neither the Servicer nor any Servicing Function Participant engaged by the Servicer shall be required to deliver or cause the delivery of such reports until March 31st in any year following the year in which the Servicer receives notification that the Form 15 for the Trust has been filed, however, notwithstanding anything herein to the contrary, no Subcontractor will be required to deliver any report in any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from in which the Depositor that a Form 10-K is not required to be filed in respect filed. Promptly after receipt of each such assessment of compliance and attestation report, the Trust for Securities Administrator shall confirm that each assessment submitted pursuant to this Section 3.10 is coupled with an attestation meeting the preceding calendar yearrequirements of this Section 3.10 and notify the Depositor of any exceptions. The Master Servicer shall include each such attestation furnished to it by the Servicer with its own attestation to be submitted to the Securities Administrator pursuant to this Section. In the event the Servicer, the Master Servicer, the Securities Administrator, the Custodian, or any Servicing Function Participant engaged by any such party, is terminated, assigns its rights and duties under, or resigns pursuant to the terms of, this Agreement, or any applicable Custodial Agreement or sub-servicing agreement, as the case may be, such party shall cause a registered public accounting firm to provide an attestation pursuant to this Section 3.10, or such other applicable agreement, notwithstanding any such termination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each By March 15th (with no cure period) of each calendar year, commencing in March 2007, the Servicer, the Trustee Master Servicer, the Trust Administrator and the CustodianCustodian (if a party to this Agreement), each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, each at its own expense, to the Trust Administrator (and the Trust Administrator shall furnish or otherwise make available to the Depositor and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor), a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)4.06, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such periodperiod (the “Attestation Report”). No later than February 1 Promptly after receipt of each fiscal year for such report on assessment of compliance, (i) the Trust for which a Form 10-K is required to be filedDepositor shall review each such report and, if applicable, consult with the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Trust Administrator, and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments such parties, as to the Depositor nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Trust Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M O and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of compliance received by it from the Servicers with its own assessment of compliance to be submitted to the Trust Administrator pursuant to this Section. In the event the Servicer, the Master Servicer, the Trust Administrator, the Custodian, or any Servicing Function Participant engaged by any such party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of this Agreement, or any other applicable agreement, as the case may be, such party shall provide a report on assessment of compliance pursuant to this Section 3.21, or the relevant section of such parties shall be required to deliver other applicable agreement, notwithstanding any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust termination, assignment or resignation for the preceding calendar related year.

Assessments of Compliance and Attestation Reports. By March 15 (aApril 1 during each year in which a 10-K is not required to be filed for the Trust) Each of each year, commencing in March 2007, the Servicer, the Trustee Custodian, the Master Servicer and the CustodianSecurities Administrator, each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, or otherwise make available each at its own expense, to the Depositor Securities Administrator and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor, a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant applicable Servicing Criteria as of and for the fiscal year covered cove red by the Form 10-K required to be filed pursuant to Section 3.22(c)4.08(a)(iii) of the Trust Agreement, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such period; however, notwithstanding anything herein to the contrary, no Subcontractor will be required to deliver any Assesment of Compliance in any such given year in which a Form 10-K is not required to be filed. No later than February 1 of each fiscal year for the Trust for in which a Form 10-K is required to be filedfiled for the Trust, the Servicer, the Trustee Master Servicer, the Custodian and the Custodian Program Administrator shall each forward to the Depositor Securities Administrator and the Trustee Depositor the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function ParticipantParticipant (provided, however, that the Master Servicer need not provide such information to the Securities Administrator so long as the Master Servicer and the Securities Administrator are the same Person). When the Master Servicer, the Trustee Program Administrator and the Custodian Securities Administrator (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the TrusteeSecurities Administrator, such parties will also at such time include the assessment (assessm ent and attestation pursuant to Section 3.21(b)5.03) of each Servicing Function Participant engaged by it. Promptly after receipt In the event the Servicer, the Master Servicer, the Securities Administrator, the Program Administrator or any Servicing Function Participant engaged by any such party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of this Agreement, or any other applicable agreement, as the case may be, such party shall provide a report on assessment of compliance pursuant to this Section 5.03, or to such other applicable agreement, notwithstanding any such termination, assignment or resignation. Such report at a minimum shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit G hereto delivered to the Trustee, the Securities Administrator, the Program Administrator and the Depositor concurrently with the execution of this Agreement. By March 15 of each year, commencing in March 2007, the Servicer, the Custodian, the Master Servicer and the Securities Administrator each at its own expense, shall cause, and each such party shall cause any Servicing Function Participant engaged by it to cause, each at its own expense, a registered public accounting firm (which may also render other services to the Master Servicer, the Program Administrator, the Securities Administrator, or such other Servicing Function Participants, as the case may be) and that is a member of the American Institute of Certified Public Accountants to furnish an attestation report to the Securities Administrator and the Depositor, to the effect that (i) it has obtained a representation regarding certain matters from the management of such Assessments party, which includes an assertion that such party has complied with the Relevant Servicing Criteria, and (ii) on the basis of Compliancea n examination conducted by such firm in accordance with standards for attestation engagements issued or adopted by the Public Company Accounting Oversight Board, the Trustee shall confirm that the Assessments of Compliance, taken individually, address it is expressing an opinion as to whether such party’s compliance with the Relevant Servicing Criteria for each party as set forth on Exhibit M and notify was fairly stated in all material respects, or it cannot express an overall opinion regarding such party’s assessment of compliance with the Depositor of any exceptions. None of such parties shall Relevant Servicing Criteria; however, notwithstanding anything herein to the contrary, no Subcontractor will be required to deliver any such Assessments of Compliance until April 15 attestation report in any such given year so long as it has received written confirmation from the Depositor that in which a Form 10-K is not required to be filed filed. In the event that an overall opinion cannot be expressed, such registered public accounting firm shall state in such report why it was unable to express such an opinion. Such report must be available for general use and not contain restricted use language. Promptly after receipt of each such assessment of compliance and attestation report, the Securities Administrator shall confirm that each assessment submitted pursuant to Section 5.03 is coupled with an attestation meeting the requirements of this Section and notify the Depositor of any exceptions. In the event the Master Servicer, the Securities Administrator, the Program Administrator, the Servicer or any Servicing Function Participant engaged by any such party, is terminated, assigns its rights and duties under, or resigns pursuant to the terms of, this Agreement, or the Custodial Agreement, Servicing Agreement or sub-servicing agreement, as the case may be, such party shall cause a registered public accounting firm to provide an attestation pursuant to this Section 5.03, or such other applicable agreement, notwithstanding any such termination, assignment or resignation. The Servicer shall cause any Subservicer to which such Servicer delegated any of its responsibilities with respect to the Mortgage Loans, and each Subcontractor determined by the related Servicer to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Trustee, the Securities Administrator, the Master Servicer, the Program Administrator and the Depositor an assessment of compliance and accountants’ attestation. Failure of the Trust Servicer to timely comply with this Section 5.03 shall be an Event of Default, automatically, without notice and without any cure period, and the Master Servicer may, in addition to whatever rights the Master Servicer may have under this Agreement and at law or equity or to damages, including injunctive relief and specific performance, terminate all the rights and obligations of the Servicer under this Agreement and in and to the Mortgage Loans serviced by it and the proceeds thereof without compensating the Servicer for the preceding calendar same (other than the Servicer’s right to reimbursement of unreimbursed Advances and Servicing Advances and accrued and unpaid Servicing Fees in the manner provided in this Agreement). This paragraph shall supersede any other provision in this Agreement or any other agreement to the contrary. The Securities Administrator, and the Master Servicer shall also each provide to the Depositor an Assessment of Compliance and Attestation Report with respect to itself, as and when provided above by March 15 each year, which shall at a minimum address each of the Servicing Criteria specified on Exhibit G hereto which are indicated as applicable to the Securities Administrator or the Master Servicer, as the case may be.

Assessments of Compliance and Attestation Reports. (a) Each By March 1 (with a ten-calendar day cure period) of each year, commencing in March 2007, the Servicer, the Trustee Master Servicer, the Trust Administrator and the Trustee (in its capacity as Custodian), each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, or otherwise make available each at its own expense, to the Depositor Trust Administrator and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor, a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)4.05, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such period. Notwithstanding the foregoing, as to the Trustee, an assessment of compliance is not required to be delivered unless it is required as part of the Form 10-K with respect to the Trust Fund. No later than February 1 the end of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Servicer, Master Servicer and the Trustee and the Custodian shall each forward to the Depositor Trust Administrator and the Trustee Depositor the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function ParticipantParticipant (provided, however, that the Master Servicer need not provide such information to the Trust Administrator so long as the Master Servicer and the Trust Administrator are the same Person). When the Master Servicer, the Trust Administrator and Trustee and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the TrusteeTrust Administrator, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of each such Assessments report on assessment of Compliancecompliance, (i) the Depositor shall review each such report and, if applicable, consult with the Master Servicer, the Trustee Trust Administrator and any Servicing Function Participant engaged by such parties as to the nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Trust Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M S in respect of the Servcier and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of such parties shall compliance received by it from the Servicer with its own assessment of compliance to be required submitted to deliver the Trust Administrator pursuant to this Section. In the event the Master Servicer, the Trust Administrator or any Servicing Function Participant engaged by any such Assessments party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of Compliance until April 15 in this Agreement, or any given year so long other applicable agreement, as it has received written confirmation from the Depositor that case may be, such party shall provide a Form 10-K is not required report on assessment of compliance pursuant to be filed in respect of the Trust for the preceding calendar yearthis Section 3.21(a), or to such other applicable agreement, notwithstanding any such termination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each of the Master Servicer, the Trustee Securities Administrator and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee Securities Administrator on or before March 15th 10th of each calendar year beginning in 20072008 (provided that each of the Master Servicer, the Securities Administrator and the Custodian shall make its best efforts to deliver such report by March 10th, but will not be in default in its obligation to so deliver such report unless it is not delivered by March 15th), a report regarding such party's assessment of compliance with the Relevant Servicing Criteria (each, together with such similar report delivered by each Servicer as described in Section 3.21(c), an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, ) that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Master Servicer, the Trustee Securities Administrator and the Custodian shall each forward to the Depositor and the Trustee Securities Administrator the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Securities Administrator and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the TrusteeSecurities Administrator, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly At any time after February 1 of each fiscal year, if the Master Servicer, the Securities Administrator or the Custodian determines or is informed that the list of Relevant Servicing Criteria to be addressed in the report on assessment of compliance prepared by each Servicing Function Participant is no longer in complete accordance or no longer reasonably likely to be in complete accordance with the Relevant Servicing Criteria for such Servicing Function Participant as notified to the Depositor and Securities Administrator in the paragraph immediately above, the Master Servicer, the Securities Administrator or the Custodian, as the case may be, shall promptly inform the Depositor and the Securities Administrator by written notice that such Servicing Function Participant is likely to address different Relevant Servicing Criteria in the report on assessment of compliance prepared by such Servicing Function Participant. Following transmission of such notice, the Master Servicer, the Securities Administrator or the Custodian, as the case may be, shall negotiate with such Servicing Function Participants that the Master Servicer, Securities Administrator or Custodian, as applicable, deems necessary so that all Relevant Servicing Criteria shall be addressed by one or more Servicing Function Participants and so that all Assessments of Compliance shall, in the determination of the Depositor, be satisfactory. Within ten calendar days of receipt of such Assessments of Compliance, the Trustee Securities Administrator shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M N and on any similar exhibit set forth in each Servicing Agreement in respect of each Servicer and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year; provided, however, the Custodian shall deliver to the Depositor on or before March 15th of any such year in which the Custodian is not required to deliver an Assessment of Compliance with respect to any other transaction for which the Depositor is the depositor, a copy of the Assessment of Compliance for the preceding fiscal year prepared by the Custodian relating to the Custodian's servicing platform with respect to asset-backed securities that are backed by assets of the type backing the Offered Certificates.

Assessments of Compliance and Attestation Reports. (a) Each of the Master Servicer, the Trustee Securities Administrator and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee Securities Administrator on or before March 15th of each calendar year beginning in 20072008, a report regarding such party's assessment of compliance with the Relevant Servicing Criteria (each, together with such similar report delivered by each Servicer as described in Section 3.21(c), an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, ) that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c3.21(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the each Master Servicer, the Trustee Securities Administrator and the Custodian shall each forward to the Depositor and the Trustee Securities Administrator the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the ServicerMaster Servicers, the Trustee Securities Administrator and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the TrusteeSecurities Administrator, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Securities Administrator shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M N and on any similar exhibit set forth in each Servicing Agreement in respect of each Servicer and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year.

Assessments of Compliance and Attestation Reports. (a) Each of the Servicer, the Trustee and the Custodian, each at its own expense, shall deliverfurnish, and shall cause each any Servicing Function Participant engaged by it to deliverfurnish, or otherwise make available at such party's expense, to the Depositor Trustee and the Trustee on or before Depositor in electronic form, not later than March 15th 5 of each year or if such day is not a Business Day, the next Business Day (with a 10 calendar year beginning day cure period, but in 2007no event later than March 15), followed by a hard copy within 10 calendar days, commencing in March 2008, a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory applicable to the Depositor and the Trustee, it that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing CriteriaCriteria applicable to it, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing CriteriaCriteria applicable to it, (iiiC) such party's assessment of compliance with the Relevant Servicing Criteria applicable to it as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)3.23, including, if there has been any material instance of noncompliance with the Relevant Servicing CriteriaCriteria applicable to it, a discussion an identification of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's assessment of compliance with the Relevant Servicing Criteria applicable to such party as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is ; provided, however that no such assessment shall be required with respect to be filed, the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Servicer, the Trustee and the Custodian (or any Servicing Function Participant engaged who would not be considered a separate "party participating in the servicing function" for purposes of Item 1122 of Regulation AB, as then interpreted by them) submit their assessments the Securities and Exchange Commission. In the event of any disagreement among any of the parties hereto regarding the application of the Securities and Exchange Commission's interpretation to a particular Servicing Function Participant, the determination of the Depositor and the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) shall be binding. Within 10 calendar days of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M P and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year; provided, however, the Custodian shall deliver to the Depositor on or before March 15th of any such year in which the Custodian is not required to deliver an Assessment of Compliance with respect to any other transaction for which the Depositor is the depositor, a copy of the Assessment of Compliance for the preceding fiscal year prepared by the Custodian relating to the Custodian's servicing platform with respect to asset-backed securities that are backed by assets of the type backing the Offered Certificates.

Assessments of Compliance and Attestation Reports. (a) Each of the Master Servicer, the Trustee Securities Administrator and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor Depositor, the Master Servicer and the Trustee Securities Administrator on or before March 15th 10th of each calendar year beginning in 20072008 (provided that each of the Master Servicer, the Securities Administrator and the Custodian shall make its best efforts to deliver such report by March 10th, but will not be in default in its obligation to so deliver such report unless it is not delivered by March 15th), a report regarding such party's assessment of compliance with the Relevant Servicing Criteria (each, together with such similar report delivered by each Servicer as described in Section 3.21(c), an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, ) that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Master Servicer, the Trustee Securities Administrator and the Custodian shall each forward to the Depositor Depositor, the Master Servicer and the Trustee Securities Administrator the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Securities Administrator and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor Depositor, the Master Servicer and the TrusteeSecurities Administrator, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly At any time after February 1 of each fiscal year, if the Master Servicer, the Securities Administrator or the Custodian determines or is informed that the list of Relevant Servicing Criteria to be addressed in the report on assessment of compliance prepared by each Servicing Function Participant is no longer in complete accordance or no longer reasonably likely to be in complete accordance with the Relevant Servicing Criteria for such Servicing Function Participant as notified to the Depositor, the Master Servicer and Securities Administrator in the paragraph immediately above, the Master Servicer, the Securities Administrator or the Custodian, as the case may be, shall promptly inform the Depositor, the Master Servicer and the Securities Administrator by written notice that such Servicing Function Participant is likely to address different Relevant Servicing Criteria in the report on assessment of compliance prepared by such Servicing Function Participant. Following transmission of such notice, the Master Servicer, the Securities Administrator or the Custodian, as the case may be, shall negotiate with such Servicing Function Participants that the Master Servicer, Securities Administrator or Custodian, as applicable, deems necessary so that all Relevant Servicing Criteria shall be addressed by one or more Servicing Function Participants and so that all Assessments of Compliance shall, in the determination of the Depositor, be satisfactory. Within ten (10) calendar days of receipt of such Assessments of Compliance, the Trustee Master Servicer shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M N and on any similar exhibit set forth in each Servicing Agreement in respect of each Servicer and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year nor shall the Master Servicer be required to confirm that the Assessments of Compliance, taken individually, address the Relevant Servicing Criteria for each party as set forth on Exhibit N and on any similar exhibit set forth in each Servicing Agreement so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year; provided, however, the Custodian shall deliver to the Depositor on or before March 15th of any such year in which the Custodian is not required to deliver an Assessment of Compliance with respect to any other transaction for which the Depositor is the depositor, a copy of the Assessment of Compliance for the preceding fiscal year prepared by the Custodian relating to the Custodian's servicing platform with respect to asset-backed securities that are backed by assets of the type backing the Offered Certificates.

Assessments of Compliance and Attestation Reports. (a) Each of the Master Servicer, the Trustee Securities Administrator and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available deliver to the Depositor and the Trustee Securities Administrator on or before March 15th 10th of each calendar year beginning in 20072009 (provided that each of the Master Servicer, the Securities Administrator and the Custodian shall make its best efforts to deliver such report by March 10th, but will not be in default in its obligation to so deliver such report unless it is not delivered by March 15th), a report regarding such party's ’s assessment of compliance with the Relevant Servicing Criteria (each, together with such similar report delivered by each Servicer as described in Section 3.21(c), an "“Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, ”) that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Master Servicer, the Trustee Securities Administrator and the Custodian shall each forward to the Depositor and the Trustee Securities Administrator the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Securities Administrator and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the TrusteeSecurities Administrator, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly At any time after February 1 of each fiscal year, if the Master Servicer, the Securities Administrator or the Custodian determines or is informed that the list of Relevant Servicing Criteria to be addressed in the report on assessment of compliance prepared by each Servicing Function Participant is no longer in complete accordance or no longer reasonably likely to be in complete accordance with the Relevant Servicing Criteria for such Servicing Function Participant as notified to the Depositor and the Securities Administrator in the paragraph immediately above, the Master Servicer, the Securities Administrator or the Custodian, as the case may be, shall promptly inform the Depositor and the Securities Administrator by written notice that such Servicing Function Participant is likely to address different Relevant Servicing Criteria in the report on assessment of compliance prepared by such Servicing Function Participant. Following transmission of such notice, the Master Servicer, the Securities Administrator or the Custodian, as the case may be, shall negotiate with such Servicing Function Participants that the Master Servicer, Securities Administrator or Custodian, as applicable, deems necessary so that all Relevant Servicing Criteria shall be addressed by one or more Servicing Function Participants and so that all Assessments of Compliance shall, in the determination of the Depositor, be satisfactory. Within ten (10) calendar days of receipt of such Assessments of Compliance, the Trustee Securities Administrator shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M N and on any similar exhibit set forth in each Servicing Agreement in respect of each Servicer and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year; provided, however, the Custodian shall deliver to the Depositor on or before March 15th of any such year in which the Custodian is not required to deliver an Assessment of Compliance with respect to any other transaction for which the Depositor is the depositor, a copy of the Assessment of Compliance for the preceding fiscal year prepared by the Custodian relating to the Custodian’s servicing platform with respect to asset-backed securities that are backed by assets of the type backing the Offered Certificates.

Assessments of Compliance and Attestation Reports. (a) Each of the Servicer, the Trustee Securities Administrator and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee Securities Administrator on or before March 15th of each calendar year beginning in 2007, a report regarding such party's assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Servicer, the Trustee Securities Administrator and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Servicer, the Trustee Securities Administrator and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the TrusteeSecurities Administrator (except with respect to the Servicer, to the Securities Administrator), such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Securities Administrator shall confirm that the Assessments of Compliance, taken individually, address the Relevant Servicing Criteria for each party as set forth on Exhibit M and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year.

Assessments of Compliance and Attestation Reports. (a) Each of the Master Servicer, the Trustee Securities Administrator and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee Securities Administrator on or before March 15th 10th of each calendar year beginning in 200720 (provided that each of the Master Servicer, the Securities Administrator and the Custodian shall make its best efforts to deliver such report by March 10th, but will not be in default in its obligation to so deliver such report unless it is not delivered by March 15th), a report regarding such party's ’s assessment of compliance with the Relevant Servicing Criteria (each, together with such similar report delivered by each Servicer as described in Section 3.21(c), an "“Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, ”) that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Master Servicer, the Trustee Securities Administrator and the Custodian shall each forward to the Depositor and the Trustee Securities Administrator the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Securities Administrator and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the TrusteeSecurities Administrator, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly At any time after February 1 of each fiscal year, if the Master Servicer, the Securities Administrator or the Custodian determines or is informed that the list of Relevant Servicing Criteria to be addressed in the report on assessment of compliance prepared by each Servicing Function Participant is no longer in complete accordance or no longer reasonably likely to be in complete accordance with the Relevant Servicing Criteria for such Servicing Function Participant as notified to the Depositor and Securities Administrator in the paragraph immediately above, the Master Servicer, the Securities Administrator or the Custodian, as the case may be, shall promptly inform the Depositor and the Securities Administrator by written notice that such Servicing Function Participant is likely to address different Relevant Servicing Criteria in the report on assessment of compliance prepared by such Servicing Function Participant. Following transmission of such notice, the Master Servicer, the Securities Administrator or the Custodian, as the case may be, shall negotiate with such Servicing Function Participants that the Master Servicer, Securities Administrator or Custodian, as applicable, deems necessary so that all Relevant Servicing Criteria shall be addressed by one or more Servicing Function Participants and so that all Assessments of Compliance shall, in the determination of the Depositor, be satisfactory. Within ten calendar days of receipt of such Assessments of Compliance, the Trustee Securities Administrator shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M N and on any similar exhibit set forth in each Servicing Agreement in respect of each Servicer and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year; provided, however, the Custodian shall deliver to the Depositor on or before March 15th of any such year in which the Custodian is not required to deliver an Assessment of Compliance with respect to any other transaction for which the Depositor is the depositor, a copy of the Assessment of Compliance for the preceding fiscal year prepared by the Custodian relating to the Custodian’s servicing platform with respect to asset-backed securities that are backed by assets of the type backing the Offered Certificates.

Assessments of Compliance and Attestation Reports. (a) Each of the Master Servicer, the Trustee Securities Administrator and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee Securities Administrator on or before March 15th of each calendar year beginning in 20072008, a report regarding such party's assessment of compliance with the Relevant Servicing Criteria (each, together with such similar report delivered by each Servicer as described in Section 3.21(c), an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, ) that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Master Servicer, the Trustee Securities Administrator and the Custodian shall each forward to the Depositor and the Trustee Securities Administrator the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Securities Administrator and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the TrusteeSecurities Administrator, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after Within five calendar days of receipt of such Assessments of Compliance, the Trustee Securities Administrator shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M N and on any similar exhibit set forth in each Servicing Agreement in respect of each Servicer and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year.

Assessments of Compliance and Attestation Reports. (a) Each a)Each of the Master Servicer, the Trustee Securities Administrator and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee Securities Administrator on or before March 15th of each calendar year beginning in 2007, a report regarding such party's assessment of compliance with the Relevant Servicing Criteria (each, together with such similar report delivered by each Servicer as described in Section 3.21(c), an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that Compliance"),that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Master Servicer, the Trustee Securities Administrator and the Custodian shall each forward to the Depositor Securities Administrator and the Trustee Depositor the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Securities Administrator and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor Securities Administrator and the TrusteeDepositor, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Securities Administrator shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M P and on any similar exhibit set forth in each Servicing Agreement in respect of each Servicer and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year.

Assessments of Compliance and Attestation Reports. (a) Each By March 15th of each calendar year, commencing in March 2007, the Servicer, the Trustee Master Servicer, the Trust Administrator and the CustodianCustodian (if a party to this Agreement), each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, each at its own expense, to the Trust Administrator (and the Trust Administrator shall furnish or otherwise make available to the Depositor and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor), a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)4.06, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such periodperiod (the “Attestation Report”). No later than February 1 Promptly after receipt of each fiscal year for such report on assessment of compliance, (i) the Trust for which a Form 10-K is required to be filedDepositor shall review each such report and, if applicable, consult with the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Trust Administrator, and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments such parties, as to the Depositor nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Trust Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M C and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of such parties shall compliance received by it from the Servicers with its own assessment of compliance to be required submitted to deliver the Trust Administrator pursuant to this Section. In the event the Servicer, the Master Servicer, the Trust Administrator, the Custodian, or any Servicing Function Participant engaged by any such Assessments party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of Compliance until April 15 in this Agreement, such party shall provide a report on assessment of compliance pursuant to this Section 3.21, notwithstanding any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar yearsuch termination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each By March 15th (with no cure period) of each calendar year during which a Form 10-K is required to be filed pursuant to Section 4.06 hereunder, commencing in March 2007, the Servicer, the Trustee Master Servicer, the Trust Administrator and the CustodianCustodian (if a party to this Agreement, or otherwise pursuant to the Custodial Agreement), each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, each at its own expense, to the Trust Administrator (and the Trust Administrator shall furnish or otherwise make available to the Depositor and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor), a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)4.06, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such periodperiod (the “Attestation Report”). No later than February 1 Any Servicing Function Participant, shall deliver such assessment of compliance only for so long as the Trust is subject to the Exchange Act reporting requirements. Promptly after receipt of each fiscal year for such report on assessment of compliance, (i) the Trust for which a Form 10-K is required to be filedDepositor shall review each such report and, if applicable, consult with the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Trust Administrator and the Custodian (if a party to this Agreement, or otherwise pursuant to the Custodial Agreement), and any Servicing Function Participant engaged by them) submit their assessments such parties, as to the Depositor nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Trust Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M O and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of compliance received by it from the Servicers with its own assessment of compliance to be submitted to the Trust Administrator pursuant to this Section. In the event the Servicer, the Master Servicer, the Trust Administrator, the Custodian, or any Servicing Function Participant engaged by any such party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of this Agreement, or any other applicable agreement, as the case may be, such party shall provide a report on assessment of compliance pursuant to this Section 3.21, or the relevant section of such parties shall be required to deliver other applicable agreement, notwithstanding any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar yeartermination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each of the Master Servicer, the Trustee Securities Administrator and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee Securities Administrator on or before March 15th of each calendar year beginning in 2007, a report regarding such party's assessment of compliance with the Relevant Servicing Criteria (each, together with such similar report delivered by each Servicer as described in Section 3.21(c), an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Master Servicer, the Trustee Securities Administrator and the Custodian shall each forward to the Depositor and the Trustee Securities Administrator the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Securities Administrator and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the TrusteeSecurities Administrator, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Securities Administrator shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M P and on any similar exhibit set forth in each Servicing Agreement in respect of each Servicer and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year.

Assessments of Compliance and Attestation Reports. (a) Each By March 15th (with no cure period) of each calendar year during which a Form 10-K is required to be filed pursuant to Section 4.06 hereunder, commencing in March 2008, the Servicer, the Trustee Master Servicer, the Trust Administrator and the Custodian, each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, each at its own expense, to the Trust Administrator (and the Trust Administrator shall furnish or otherwise make available to the Depositor and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor), a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)4.06, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such periodperiod (the “Attestation Report”). No later than February 1 The Custodian, in its capacity as such and any Servicing Function Participant, shall deliver such assessment of compliance only for so long as the Trust is subject to the Exchange Act reporting requirements. Promptly after receipt of each fiscal year for such report on assessment of compliance, (i) the Trust for which a Form 10-K is required to be filedDepositor shall review each such report and, if applicable, consult with the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Trust Administrator and the Custodian (or Custodian, and any Servicing Function Participant engaged by them) submit their assessments such parties, as to the Depositor nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Trust Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M O and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of compliance received by it from the Servicers with its own assessment of compliance to be submitted to the Trust Administrator pursuant to this Section. In the event the Servicer, the Master Servicer, the Trust Administrator, the Custodian, or any Servicing Function Participant engaged by any such party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of this Agreement, or any other applicable agreement, as the case may be, such party shall provide a report on assessment of compliance pursuant to this Section 3.21, or the relevant section of such parties shall be required to deliver other applicable agreement, notwithstanding any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar yeartermination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each By March 15th (with no cure period) of each calendar year, commencing in March 2007, the Servicer, the Trustee Master Servicer, the Trust Administrator and the CustodianCustodian (if a party to this Agreement), each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, each at its own expense, to the Trust Administrator (and the Trust Administrator shall furnish or otherwise make available to the Depositor and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor), a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)4.06, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such periodperiod (the “Attestation Report”). No later than February 1 Promptly after receipt of each fiscal year for such report on assessment of compliance, (i) the Trust for which a Form 10-K is required to be filedDepositor shall review each such report and, if applicable, consult with the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Trust Administrator, and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments such parties, as to the Depositor nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Trust Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M O and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of compliance received by it from the Servicers with its own assessment of compliance to be submitted to the Trust Administrator pursuant to this Section. In the event the Servicer, the Master Servicer, the Trust Administrator, the Custodian, or any Servicing Function Participant engaged by any such party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of this Agreement, or any other applicable agreement, as the case may be, such party shall provide a report on assessment of compliance pursuant to this Section 3.21, or the relevant section of such parties shall be required to deliver other applicable agreement, notwithstanding any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar yeartermination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each By March 15th (with no cure period) of each calendar year during which a Form 10-K is required to be filed pursuant to Section 4.06 hereunder, commencing in March 2007, the Servicer, the Trustee Master Servicer, the Trust Administrator and the CustodianCustodian (if a party to this Agreement, or otherwise pursuant to the Custodial Agreement), each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, each at its own expense, to the Trust Administrator (and the Trust Administrator shall furnish or otherwise make available to the Depositor and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor), a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)4.06, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such periodperiod (the “Attestation Report”). No later than February 1 Any Servicing Function Participant, shall deliver such assessment of compliance only for so long as the Trust is subject to the Exchange Act reporting requirements. Promptly after receipt of each fiscal year for such report on assessment of compliance, (i) the Trust for which a Form 10-K is required to be filedDepositor shall review each such report and, if applicable, consult with the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Trust Administrator and the Custodian (if a party to this Agreement, or otherwise pursuant to the Custodial Agreement), and any Servicing Function Participant engaged by them) submit their assessments such parties, as to the Depositor nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Trust Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M O and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of compliance received by it from the Servicers with its own assessment of compliance to be submitted to the Trust Administrator pursuant to this Section. In the event the Servicer, the Master Servicer, the Trust Administrator, the Custodian (if a party to this Agreement, or otherwise pursuant to the Custodial Agreement), or any Servicing Function Participant engaged by any such party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of this Agreement, or any other applicable agreement, as the case may be, such party shall provide a report on assessment of compliance pursuant to this Section 3.21, or the relevant section of such parties shall be required to deliver other applicable agreement, notwithstanding any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar yeartermination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each By March 15th (with no cure period) of each calendar year during which a Form 10-K is required to be filed pursuant to Section 4.06 hereunder, commencing in March 2007, the Servicer, the Trustee Master Servicer, the Trust Administrator and the CustodianCustodian (if a party to this Agreement, or otherwise pursuant to the Custodial Agreement), each at its own expense, shall deliverfurnish or otherwise make available, and each such party shall cause each any Servicing Function Participant engaged by it to deliverfurnish, each at its own expense, to the Trust Administrator (and the Trust Administrator shall furnish or otherwise make available to the Depositor and the Trustee on or before March 15th of each calendar year beginning in 2007Depositor), a report regarding such party's on an assessment of compliance with the Relevant Servicing Criteria (each, an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, that contains (iA) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (iiB) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iiiC) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c)4.06, including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof thereof, and (ivD) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such periodperiod (the “Attestation Report”). No later than February 1 The Custodian, in its capacity as such and any Servicing Function Participant, shall deliver such assessment of compliance only for so long as the Trust is subject to the Exchange Act reporting requirements. Promptly after receipt of each fiscal year for such report on assessment of compliance, (i) the Trust for which a Form 10-K is required to be filedDepositor shall review each such report and, if applicable, consult with the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Trust Administrator and the Custodian (if a party to this Agreement, or otherwise pursuant to the Custodial Agreement), and any Servicing Function Participant engaged by them) submit their assessments such parties, as to the Depositor nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Trustee, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Trust Administrator shall confirm that the Assessments of Complianceassessments, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M O and notify the Depositor of any exceptions. None The Master Servicer shall include all annual reports on assessment of compliance received by it from the Servicer with its own assessment of compliance to be submitted to the Trust Administrator pursuant to this Section. In the event the Servicer, the Master Servicer, the Trust Administrator, the Custodian (if a party to this Agreement, or otherwise pursuant to the Custodial Agreement), or any Servicing Function Participant engaged by any such party is terminated, assigns its rights and obligations under, or resigns pursuant to, the terms of this Agreement, or any other applicable agreement, as the case may be, such party shall provide a report on assessment of compliance pursuant to this Section 3.21, or the relevant section of such parties shall be required to deliver other applicable agreement, notwithstanding any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar yeartermination, assignment or resignation.

Assessments of Compliance and Attestation Reports. (a) Each of the ServicerThe Trustee, the Trustee and the Custodian, each at its own expense, shall deliver, and shall cause each any Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee on or before March 15th 10th of each calendar year beginning in 20072010 (provided that the Trustee shall make its best efforts to deliver such report by March 10th, but will not be in default in its obligation to so deliver such report unless it is not delivered by March 15th), a report regarding such party's ’s assessment of compliance with the Relevant Servicing Criteria (each, an "“Assessment of Compliance"), reasonably satisfactory to the Depositor and the Trustee, ”) that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c3.10(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's ’s assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February March 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Servicer, the Trustee and the Custodian shall each forward to the Depositor and the Trustee the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Servicer, the Trustee and the Custodian (or any Servicing Function Participant engaged by themit) submit their assessments submits its assessment to the Depositor and the TrusteeDepositor, such parties party will also at such time include the assessment (and attestation pursuant to Section 3.21(b3.09(b)) of each Servicing Function Participant engaged by it. Promptly At any time after March 1 of each fiscal year, if the Trustee determines or is informed that the list of Relevant Servicing Criteria to be addressed in the report on assessment of compliance prepared by each Servicing Function Participant is no longer in complete accordance or no longer reasonably likely to be in complete accordance with the Relevant Servicing Criteria for such Servicing Function Participant as notified to the Depositor in the paragraph immediately above, the Trustee shall promptly inform the Depositor by written notice that such Servicing Function Participant is likely to address different Relevant Servicing Criteria in the report on assessment of compliance prepared by such Servicing Function Participant. Following transmission of such notice, the Trustee shall negotiate with such Servicing Function Participants that the Trustee deems necessary so that all Relevant Servicing Criteria shall be addressed by one or more Servicing Function Participants and so that all Assessments of Compliance shall, in the determination of the Depositor, be satisfactory. Within 10 calendar days of receipt of such Assessments of Compliance, the Trustee shall confirm that the Assessments of Compliance, taken individually, individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M C and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year.

Assessments of Compliance and Attestation Reports. (a) Each of the Master Servicer, the Trustee Securities Administrator and the Custodian, each at its own expense, shall deliver, and shall cause each Servicing Function Participant engaged by it to deliver, or otherwise make available to the Depositor and the Trustee Securities Administrator on or before March 15th of each calendar year beginning in 2007, a report regarding such party's assessment of compliance with the Relevant Servicing Criteria (each, together with such similar report delivered by each Servicer as described in Section 3.21(c), an "Assessment of Compliance"), reasonably satisfactory to the Depositor and the TrusteeSecurities Administrator, that contains (i) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (ii) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (iii) such party's assessment of compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 3.22(c), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof and (iv) a statement that a registered public accounting firm has issued an attestation report on such party's assessment of compliance with the Relevant Servicing Criteria as of and for such period. No later than February 1 of each fiscal year for the Trust for which a Form 10-K is required to be filed, the Master Servicer, the Trustee Securities Administrator and the Custodian shall each forward to the Depositor and the Trustee Securities Administrator the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the report on assessment of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Trustee Securities Administrator and the Custodian (or any Servicing Function Participant engaged by them) submit their assessments to the Depositor and the TrusteeSecurities Administrator, such parties will also at such time include the assessment (and attestation pursuant to Section 3.21(b)) of each Servicing Function Participant engaged by it. Promptly after receipt of such Assessments of Compliance, the Trustee Securities Administrator shall confirm that the Assessments of Compliance, taken individuallyas a whole, address all of the Servicing Criteria and taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit M and on any similar exhibit set forth in each Servicing Agreement in respect of each Servicer and notify the Depositor of any exceptions. None of such parties shall be required to deliver any such Assessments of Compliance until April 15 in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding calendar year. The Custodian and any Servicing Function Participant engaged by it shall not be required to deliver or cause the delivery of such Assessments of Compliance in any given year so long as it has received written confirmation from the Depositor that a Form 10-K is not required to be filed in respect of the Trust for the preceding fiscal year.