Common use of No Proceedings Clause in Contracts

No Proceedings. To the Servicer’s best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer or its properties: (i) asserting the invalidity of this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate, (ii) seeking to prevent the issuance of the Notes or the Certificate or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the Certificate.

No Proceedings. To the ServicerSeller’s best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the Certificate, (ii) seeking to prevent the issuance of the Notes or the Certificate or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate or (iv) relating to which involve the Servicer Seller and which might adversely affect the Federal or state income tax attributes of the Notes or the Certificate.

No Proceedings. To the ServicerDepositor’s best knowledge, there are no proceedings or investigations pending, pending or threatened, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Depositor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might could reasonably be expected to materially and adversely affect the performance by the Servicer Depositor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating which could reasonably be expected to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s Seller's best knowledge, there are no proceedings or investigations pending, pending or threatened, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pending, or or, to the best knowledge of the Seller, threatened, before any court, regulatory body, administrative agency agency, or other tribunal or governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or Notes, the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates, or (iv) relating to the Servicer and which might that may adversely affect the Federal or state income Applicable Tax State income, excise, franchise or similar tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s 's best knowledge, there are no proceedings or investigations pending, pending or threatened, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer or its properties: (i) asserting the invalidity of this Agreement, the Indenture, any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pendingpending or, or to the Seller's best knowledge, threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might could reasonably be expected to materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which that might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledgeThere is no action, there are no proceedings suit or investigations proceeding before or by any court or governmental agency or body, domestic or foreign, now pending, or to the Seller's knowledge, threatened, before any court, regulatory body, administrative agency against or other governmental instrumentality having jurisdiction over affecting the Servicer or its propertiesSeller: (i) asserting the invalidity of this Agreement, the Trust Agreement, the Indenture, any of the other Basic DocumentsSecurities Account Control Agreement, the Notes Certificate or the CertificateNotes, (ii) seeking to prevent the issuance of the Notes Certificate or the Certificate Notes or the consummation of any of the transactions contemplated by this Agreement, the Indenture Trust Agreement, or any of the other Basic DocumentsIndenture, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Trust Agreement, the Indenture, any of the other Basic Documents, the Notes Certificate or the Certificate Notes, or (iv) relating to the Servicer Seller and which might adversely affect the Federal or state federal income tax attributes of the Notes Issuer, the Certificate or the CertificateNotes.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pending, or to the Seller's best knowledge, threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, the Notes, the Certificate or any of the other Basic Documents, the Notes or the Certificate, (ii) seeking to prevent the issuance of the Notes or the Certificate or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, ; (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, the Notes, the Certificate or any other of the other Basic Documents, the Notes or the Certificate Documents or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the Certificate.

No Proceedings. To the ServicerSeller’s best knowledge, there are no proceedings or investigations pending, pending or threatened, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pendingpending or, or to the Company's knowledge, threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Company or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Company of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer Company and which might materially and adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s 's best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer or its properties: (i) asserting the invalidity of this Agreement, the Indenture, the Notes, the Certificates or any of the other Basic Documents, the Notes or the Certificate, ; (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, ; (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, the Notes, the Certificates or any of the other Basic Documents, the Notes or the Certificate ; or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s Seller's best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the Certificate, (ii) seeking to prevent the issuance of the Notes or the Certificate or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate or (iv) relating to which involve the Servicer Seller and which might adversely affect the Federal or state income tax attributes of the Notes or the Certificate.

No Proceedings. To the Servicer’s Transferor's best knowledge, there are no proceedings or investigations pending, pending or threatened, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Transferor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Transferor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s 's best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer or its properties: (i) asserting the invalidity of this Agreement, the Indenture, the Notes, the Certificate or any of the other Basic Documents, the Notes or the Certificate, ; (ii) seeking to prevent the issuance of the Notes or the Certificate or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, ; (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, the Notes, the Certificate or any of the other Basic Documents, the Notes or the Certificate ; or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the Certificate.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pending, or to the Depositor's best knowledge, threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Depositor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, the Notes, the Certificates or any of the other Basic Documents, the Notes or the Certificate, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, ; (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Depositor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, the Notes, the Certificates or any other of the other Basic Documents, the Notes or the Certificate Documents or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the Certificate.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pendingpending or, or to the Seller’s best knowledge, threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might could reasonably be expected to materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which that might adversely affect the Federal federal or state State income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s 's best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer or its properties: (i) asserting the invalidity of this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate, (ii) seeking to prevent the issuance of the Notes or the Certificate or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the Certificate.

No Proceedings. To the Servicer’s Seller's best knowledge, there are no proceedings or investigations pending, pending or threatened, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might could reasonably be expected to materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating which could reasonably be expected to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledgeThere is no action, there are no proceedings suit or investigations proceeding before or by any court or governmental agency or body, domestic or foreign, now pending, or to the Seller's knowledge, threatened, before any court, regulatory body, administrative agency against or other governmental instrumentality having jurisdiction over affecting the Servicer or its propertiesSeller: (i) asserting the invalidity of this Agreement, the Trust Agreement, the Indenture, any of the other Basic DocumentsSecurities Account Control Agreement, the Notes Certificates or the CertificateNotes, (ii) seeking to prevent the issuance of the Notes Certificate or the Certificate Notes or the consummation of any of the transactions contemplated by this Agreement, the Indenture Trust Agreement, or any of the other Basic DocumentsIndenture, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Trust Agreement, the Indenture, any of the other Basic Documents, the Notes Certificate or the Certificate Notes, or (iv) relating to the Servicer Seller and which might adversely affect the Federal or state federal income tax attributes of the Notes Issuer, the Certificates or the CertificateNotes.

No Proceedings. To the Servicer’s Depositor's best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Depositor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Depositor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the ServicerSeller’s best knowledge, there are no proceedings or investigations pending, pending or threatened, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might could reasonably be expected to materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating which could reasonably be expected to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s Depositor's best knowledge, there are no proceedings or investigations pending, pending or threatened, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Depositor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Depositor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pending, or or, to the best knowledge of the Seller, threatened, before any court, regulatory body, administrative agency agency, or other tribunal or governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or Notes, the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates, or (iv) relating to the Servicer and which might that may adversely affect the Federal or state income Applicable Tax State income, excise, franchise or similar tax attributes of the Notes or the Certificate.Certificates. (g)

No Proceedings. To the Servicer’s Seller's best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative administra tive agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s Seller's best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s 's best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer or its properties: (i) asserting the invalidity of this Agreement, the Indenture, the Notes, the Certificate or any of the other Basic Documents, the Notes or the Certificate, ; (ii) seeking to prevent the issuance of the Notes or the Certificate or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, ; (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, the Notes, the Certificate or any of the other Basic Documents, the Notes or the Certificate ; or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the Certificate.

No Proceedings. To the Servicer’s best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer or its properties: (i) asserting the invalidity of this Agreement, the Indenture, the Notes, the Certificate or any of the other Basic Documents, the Notes or the Certificate, ; (ii) seeking to prevent the issuance of the Notes or the Certificate or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, ; (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, the Notes, the Certificate or any of the other Basic Documents, the Notes or the Certificate ; or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the Certificate.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pending, or or, to the best of the Seller's knowledge, threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, any of the other Basic DocumentsYield Supplement Agreement, the Notes Custody and Pledge Agreement or the Certificate, Certificates; (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, , the Indenture or any of Yield Supplement Agreement, the other Basic Documents, Custody and Pledge Agreement; (iii) seeking any determination or ruling that might would materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic DocumentsYield Supplement Agreement, the Notes Custody and Pledge Agreement or the Certificate Certificates; or (iv) relating to the Servicer Seller and which might would adversely affect the Federal federal or any state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pending, or to the Seller's best knowledge, threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, the Notes, the Certificates or any of the other Basic Documents, the Notes or the Certificate, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, ; (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, the Notes, the Certificates or any other of the other Basic Documents, the Notes or the Certificate Documents or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s Depositor's best knowledge, there are no proceedings or investigations pending, pending or threatened, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Depositor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateResidual Interest, (ii) seeking to prevent the issuance of the Notes or the Certificate Residual Interest or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Depositor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Residual Interest or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateResidual Interest.

No Proceedings. To the Servicer’s best knowledgeThere is no action, there are no proceedings suit or investigations proceeding before or by any court or governmental agency or body, domestic or foreign, now pending, or to the Seller's knowledge, threatened, before any court, regulatory body, administrative agency against or other governmental instrumentality having jurisdiction over affecting the Servicer or its propertiesSeller: (i) asserting the invalidity of this Agreement, the Trust Agreement, the Indenture, any of the other Basic DocumentsSecurities Account Control Agreement, the Notes Certificates or the CertificateNotes, (ii) seeking to prevent the issuance of the Notes Certificates or the Certificate Notes or the consummation of any of the transactions contemplated by this Agreement, the Indenture Trust Agreement or any of the other Basic DocumentsIndenture, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Trust Agreement, the Indenture, any of the other Basic Documents, the Notes Certificates or the Certificate Notes, or (iv) relating to the Servicer Seller and which might adversely affect the Federal or state federal income tax attributes of the Notes Issuer, the Certificates or the CertificateNotes.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pendingpending or, or to the Seller’s best knowledge, threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might could reasonably be expected to materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which that might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer or its properties: (i) asserting the invalidity of this Agreement, the Indenture, the Notes, the Certificates or any of the other Basic Documents, the Notes or the Certificate, ; (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, ; (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, the Notes, the Certificates or any of the other Basic Documents, the Notes or the Certificate ; or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pendingpending against the Administrator or, or threatenedto its best knowledge, threatened against the Administrator, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Administrator or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic DocumentsRelated Agreements, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic DocumentsRelated Agreements, (iii) seeking any determination or ruling that might materially could reasonably be expected to have a material and adversely affect adverse effect on the performance by the Servicer Administrator of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic DocumentsRelated Agreements, the Notes or the Certificate Certificates or (iv) relating seeking to the Servicer and which might affect adversely affect the Federal or state income tax attributes of the Issuer, the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s Transferor's best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Transferor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Transferor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pending, or to the Depositor’s best knowledge, threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Depositor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, the Notes, the Certificates or any of the other Basic Documents, the Notes or the Certificate, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, ; (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Depositor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, the Notes, the Certificates or any other of the other Basic Documents, the Notes or the Certificate Documents or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s Seller's best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledgeThere is no action, there are no proceedings suit or investigations proceeding before or by any court or governmental agency or body, domestic or foreign, now pending, or to the Seller's knowledge, threatened, before any court, regulatory body, administrative agency against or other governmental instrumentality having jurisdiction over affecting the Servicer or its propertiesSeller: (i) asserting the invalidity of this Agreement, the Trust Agreement, the Indenture, any of the other Basic DocumentsSecurities Account Control Agreement, the Notes Certificate or the CertificateNotes, (ii) seeking to prevent the issuance of the Notes Certificate or the Certificate Notes or the consummation of any of the transactions contemplated by this Agreement, the Indenture Trust Agreement or any of the other Basic DocumentsIndenture, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Trust Agreement, the Indenture, any of the other Basic Documents, the Notes Certificate or the Certificate Notes, or (iv) relating to the Servicer Seller and which might adversely affect the Federal or state federal income tax attributes of the Notes Issuer, the Certificate or the CertificateNotes.

No Proceedings. To the Servicer’s its best knowledge, there are no proceedings or investigations pending, pending or threatenedthreatened against the Depositor, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer it or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Transfer and Servicing Agreement or any of the other Basic Documents, the any Series of Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the any Series of Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture Transfer and Servicing Agreement or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially could reasonably be expected to have a material and adversely affect adverse effect on the performance by the Servicer Depositor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, Transfer and Servicing Agreement or any of the other Basic Documents, the any Series of Notes or the Certificate Certificates or (iv) relating seeking to affect adversely the Servicer and which might adversely affect the Federal federal or state income tax attributes of the an Issuer, any Series of Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pendingpending against the Administrator or, or threatenedto its best knowledge, threatened against it, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Administrator or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic DocumentsRelated Agreements, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic DocumentsRelated Agreements, (iii) seeking any determination or ruling that might materially could reasonably be expected to have a material and adversely affect adverse effect on the performance by the Servicer Administrator of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic DocumentsRelated Agreements, the Notes or the Certificate Certificates or (iv) relating seeking to affect adversely the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Issuer, the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pendingpending or, or threatenedto the Seller's best knowledge, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might could reasonably be expected to materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which that might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s Depositor's best knowledge, there are -------------- no proceedings or investigations pending, pending or threatened, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Depositor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Depositor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pendingpending or, or -------------- to the Company's knowledge, threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Company or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Company of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer Company and which might materially and adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledgeThere is no action, there are no proceedings suit or investigations proceeding before or by any court or governmental agency or body, domestic or foreign, now pending, or to the Seller’s knowledge, threatened, before any court, regulatory body, administrative agency against or other governmental instrumentality having jurisdiction over affecting the Servicer or its propertiesSeller: (i) asserting the invalidity of this Agreement, the Trust Agreement, the Indenture, any of the other Basic DocumentsSecurities Account Control Agreement, the Notes Certificate or the CertificateNotes, (ii) seeking to prevent the issuance of the Notes Certificate or the Certificate Notes or the consummation of any of the transactions contemplated by this Agreement, the Indenture Trust Agreement, or any of the other Basic DocumentsIndenture, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Trust Agreement, the Indenture, any of the other Basic Documents, the Notes Certificate or the Certificate Notes, or (iv) relating to the Servicer Seller and which might adversely affect the Federal or state federal income tax attributes of the Notes Issuer, the Certificate or the CertificateNotes.

No Proceedings. To the Servicer’s Seller's best knowledge, there are no -------------- proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s Transferor's best knowledge, there are no -------------- proceedings or investigations pending, pending or threatened, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Transferor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Transferor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s Transferor's best knowledge, there are no not proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Transferor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to A-8 105 prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions transaction s contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Transferor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pending, or to the Seller’s best knowledge, threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, the Notes, the Certificate or any of the other Basic Documents, the Notes or the Certificate, (ii) seeking to prevent the issuance of the Notes or the Certificate or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, ; (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, the Notes, the Certificate or any other of the other Basic Documents, the Notes or the Certificate Documents or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the Certificate.

No Proceedings. To the ServicerDepositor’s best knowledge, there are no proceedings or investigations pending, pending or threatened, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Depositor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateResidual Interest, (ii) seeking to prevent the issuance of the Notes or the Certificate Residual Interest or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Depositor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Residual Interest or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateResidual Interest.

No Proceedings. To the Servicer’s Depositor's best knowledge, there are -------------- no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Depositor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Depositor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pendingpending or, or to Transferor's best knowledge (after due inquiry), threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Transferor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might involve the possibility of materially and adversely affect affecting the performance by the Servicer Transferor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which that might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the ServicerTransferor’s best knowledge, there are no proceedings or investigations pending, pending or threatened, threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Transferor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateResidual Interest, (ii) seeking to prevent the issuance of the Notes or the Certificate Residual Interest or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Transferor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Residual Interest or (iv) relating to the Servicer and which might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateResidual Interest.

No Proceedings. To the Servicer’s Seller's best knowledge, there are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative administra tive agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes Documents or the CertificateNotes, (ii) seeking to prevent the issuance of the Notes or the Certificate or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, Documents or the Notes or the Certificate or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the CertificateNotes.

No Proceedings. To the Servicer’s Transferor's best knowledge, there are no not proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Transferor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Transferor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pending-------------- pending against the Administrator or, or threatenedto its best knowledge, threatened against the Administrator, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Administrator or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic DocumentsRelated Agreements, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic DocumentsRelated Agreements, (iii) seeking any determination or ruling that might materially could reasonably be expected to have a material and adversely affect adverse effect on the performance by the Servicer Administrator of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic DocumentsRelated Agreements, the Notes or the Certificate Certificates or (iv) relating seeking to the Servicer and which might affect adversely affect the Federal or state income tax attributes of the Issuer, the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s Transferor's best knowledge, there -------------- are no proceedings or investigations pending, or threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Transferor or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer Transferor of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which might adversely affect the Federal or state income tax attributes of the Notes or the CertificateCertificates.

No Proceedings. To the Servicer’s best knowledge, there There are no proceedings or investigations pendingpending or, or to the Seller’s best knowledge, threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer Seller or its properties: (i) asserting the invalidity of this Agreement, the Indenture, Indenture or any of the other Basic Documents, the Notes or the CertificateCertificates, (ii) seeking to prevent the issuance of the Notes or the Certificate Certificates or the consummation of any of the transactions contemplated by this Agreement, the Indenture or any of the other Basic Documents, (iii) seeking any determination or ruling that might could reasonably be expected to materially and adversely affect the performance by the Servicer Seller of its obligations under, or the validity or enforceability of, this Agreement, the Indenture, any of the other Basic Documents, the Notes or the Certificate Certificates or (iv) relating to the Servicer and which that might adversely affect the Federal federal or state income tax attributes of the Notes or the CertificateCertificates.