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Marriott Vacation Club Owner Trust 2012-1 - Standard and Poor's ...

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U.S. Equipment Loans <strong>and</strong> Leases ABS <strong>St<strong>and</strong>ard</strong> & <strong>Poor's</strong> Ratings Services 17g-7 Disclosure Report: <strong>Marriott</strong> <strong>Vacation</strong> <strong>Club</strong> <strong>Owner</strong> <strong>Trust</strong><strong>2012</strong>-1be validly issued <strong>and</strong> outst<strong>and</strong>ing <strong>and</strong> entitled to thebenefits hereof.95 Not included in the Benchmark. Location of Chief Executive Office <strong>and</strong> Records. Theprincipal place of business <strong>and</strong> chief executive officeof the Issuer, <strong>and</strong> the office where the Issuermaintains all of its records is located at 6649Westwood Boulevard, Orl<strong>and</strong>o, Florida 3282196 Not included in the Benchmark. Name. The legal name of the Issuer is as set forth inthe signature page of this Indenture <strong>and</strong> ServicingAgreement <strong>and</strong> the Issuer does not have anytradenames, fictitious names, assumed names or“doing business as” names97 Not included in the Benchmark. Accuracy of Information. The representations <strong>and</strong>warranties of the Issuer in the TransactionDocuments are true <strong>and</strong> correct in all materialrespects as of the Closing Date <strong>and</strong>, except forrepresentations <strong>and</strong> warranties expressly made as ofa different date, each Substitution Date98 Not included in the Benchmark. Special Purpose. The Issuer shall engage in nobusiness, <strong>and</strong> take no actions with respect to anyother transaction than the transactions contemplatedby the Transaction Documents <strong>and</strong> will otherwisemaintain its existence separate from the Seller <strong>and</strong> allother entities as provided in its organizationaldocuments99 Not included in the Benchmark. Securities Laws. The Issuer is not an “investmentcompany” or a company “controlled” by an“investment company” within the meaning of theInvestment Company Act of 1940, as amended100 Not included in the Benchmark. All original executed copies of each Obligor Note thatconstitute or evidence the <strong>Trust</strong> Estate have beendelivered to the Custodian <strong>and</strong> the Issuer hasreceived a <strong>Trust</strong> Receipt therefor, whichacknowledges that the Custodian is holding theObligor Notes that constitute or evidence the <strong>Trust</strong>Estate solely on behalf <strong>and</strong> for the benefit of theIndenture <strong>Trust</strong>ee101 Not included in the Benchmark.All financing statements filed or to be filed against theIssuer in favor of the Indenture <strong>Trust</strong>ee in connectionherewith describing the <strong>Trust</strong> Estate contain astatement to the following effect: “A purchase of orsecurity interest in any collateral described in thisfinancing statement will violate the rights of theSecured Party.”102 Not included in the Benchmark. None of the Obligor Notes that constitute or evidencethe <strong>Trust</strong> Estate has any marks or notations indicatingthat they have been pledged, assigned or otherwiseconveyed to any Person other than the Indenture<strong>Trust</strong>ee103 Not included in the Benchmark. Control Account. The account number of the ControlCopyright © <strong>2012</strong> by <strong>St<strong>and</strong>ard</strong> & <strong>Poor's</strong> Ratings Services LLC. All rights reserved. No reprint or dissemination without S&P’s permission.See Disclaimer on the last page. Page 22

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