Standard & Poor's 17g-7 Disclosure Report - Standard and Poor's ...

U.S. RMBS Servicer Advances Standard & Poor's 17g-7 Disclosure Report: AH Mortgage ServicerAdvance Revolving Trust 3 – Series 2012 OS21 Breach of any representation by the[derivative counterparty] constitutes anEvent of Default under section 5 of theISDA Master Agreement, entitling theIssuer to terminate the [derivative contract]early, whereupon an early terminationpayment may be payable to, or by, theIssuer. Such payments will be measuredand paid as described in Section 6(e) of theISDA Master Agreement.Indenture Trustee and each of theirrespective assignees), against andhold its assignees and any entitieshaving any pari passu undividedinterest in such Receivables(including the Depositor, the PCIssuer, the Initial Transferor, theTransferor, the Issuer, theIndenture Trustee, the DelawareVFN Issuer, the Delaware VFNIndenture Trustee and each of theirrespective assignees) harmlessfrom any cost, liability and expense,including, without limitation,reasonable attorneys’ fees andexpenses, whether incurred inenforcement proceedings betweenthe parties or otherwise, incurred asa result of, or arising from, suchbreach (each such repurchase orindemnification amount to be paidhereunder, an “IndemnityPayment”), the amount of whichshall equal the ReceivablesBalance of any affected Receivable.This Section 4(d) sets forth theexclusive remedy for a breach ofrepresentation, warranty orcovenant by AHMSI, as servicer,pertaining to a Receivable.Notwithstanding the foregoing, thebreach of any representation,warranty or covenant shall not bewaived by the Issuer or theDelaware VFN Issuer under anycircumstances without the consentof the Majority Holders of all Notesthen outstanding under theIndenture and the holders of theVFN Notes outstanding under theDelaware VFN Indenture.Breach of any representation byThe Bank of New York Mellonconstitutes an Event of Defaultunder section 5 of the ISDA MasterAgreement, entitling the PC Issuerto terminate the Interest Rate Capearly, whereupon an earlytermination payment may bepayable to, or by, the Issuer. Suchpayments will be measured andpaid as described in Section 6(e) ofthe ISDA Master Agreement.The language in the Standard & Poor’s 17g-7 Benchmark reflects representations, warranties and enforcement mechanismsavailable to investors that commonly appear in the transaction documents for a specific type of security. In order to make thebenchmarks generic, we made the following modifications. Specific article or section numbers have been replaced by anumber symbol (Example: ‘Section 5’ now reads as ‘Section #’). Proper nouns have been replaced with the bracketed nameof the role the entity plays in the transaction (Example: ‘ABC Corp’ now reads as [Seller]). Numbers or amounts specific to adeal have been replaced with a number symbol (Example: ‘more than 30%’ now reads as ‘more than #%’). Non-numericalCopyright © 2012 by Standard & Poor's Financial Services LLC, All rights reserved. No reprint or dissemination without S&P’s permission.See Terms of Use/ Disclaimer on the last page. Page 8