APPLICABLE ISSUERS PURSUANT TO SECTION 2.11(B) OF THE INDENTURE.
(B)
THE SPECIAL SERVICER, IN THE CASE OF ANY
SPECIALLY SERVICED ASSET, AND THE PROPERTY MANAGER, IN THE CASE OF ALL OTHER
LEASES AND MORTGAGE LOANS, SHALL MAKE REASONABLE EFFORTS TO COLLECT PROMPTLY
FROM EACH RELATED OBLIGOR AND REVIEW ANNUAL OPERATING STATEMENTS OF THE RELATED
MORTGAGED PROPERTIES AND FINANCIAL STATEMENTS OF SUCH OBLIGOR.
(C)
NOT LATER THAN DECEMBER 15 OF EACH YEAR,
COMMENCING DECEMBER 15, 2005, THE PROPERTY MANAGER SHALL DELIVER TO THE ISSUERS,
THE INDENTURE TRUSTEE, THE INSURERS AND THE SPECIAL SERVICER (I) FROM
INFORMATION, IF ANY, THAT THE PROPERTY MANAGER HAS MOST RECENTLY RECEIVED
PURSUANT TO SECTION 3.12(B), A REPORT SETTING FORTH THE AGGREGATE FIXED CHARGE
COVERAGE RATIOS OF ALL OBLIGORS FROM WHOM IT HAS RECEIVED FINANCIAL INFORMATION
SUFFICIENT TO PERMIT IT TO CALCULATE SUCH FIXED CHARGE COVERAGE RATIO (EITHER AT
THE "UNIT" LEVEL OR CORPORATE LEVEL, AS APPLICABLE) AND, IN EACH CASE,
IDENTIFYING THE PERIOD COVERED BY THE RELATED FINANCIAL STATEMENTS IN ITS
POSSESSION, AND (II) A SCHEDULE, IN THE FORM OF THE MORTGAGED PROPERTY
SCHEDULE OR MORTGAGE LOAN SCHEDULE, AS APPLICABLE, PREPARED AS OF THE APPLICABLE
SERIES CLOSING DATE OR, IF APPLICABLE, SUCH OTHER TRANSFER DATE, AND FURTHER
IDENTIFYING ON SUCH SCHEDULE EACH LEASE OR MORTGAGE LOAN (X) THAT HAS BECOME A
LIQUIDATED LEASE OR LIQUIDATED MORTGAGE LOAN SINCE THE MOST RECENT DELIVERY OF
SUCH SCHEDULE PURSUANT TO THIS SECTION 3.12(C)(II) (OR, IN THE CASE OF THE FIRST
SUCH DELIVERY, SINCE THE INITIAL CLOSING DATE), AND SPECIFYING THE DATE ON WHICH
THE SALE OR RE-LEASE OF THE RELATED MORTGAGED PROPERTY OR MORTGAGE LOAN OCCURRED
OR (Y) THAT HAS OTHERWISE TERMINATED IN ACCORDANCE WITH ITS TERMS AND, IN EACH
CASE, SPECIFYING THE DATE OF SUCH SALE, RE-LEASE OR TERMINATION, THE AMOUNT
COLLECTED IN CONNECTION THEREWITH AND THE AMOUNT OF ANY UNREIMBURSED PROPERTY
PROTECTION ADVANCES, EMERGENCY PROPERTY EXPENSES, EXTRAORDINARY EXPENSES AND
OTHER AMOUNTS DUE UNDER THE RELATED MORTGAGE LOAN OR LEASE INCURRED IN
CONNECTION THEREWITH.
Section 3.13.
Annual Statement as to
Compliance.
Each of the Property Manager and the Special Servicer shall deliver to the
Issuers, to each Insurer, to the Indenture Trustee and, in the case of the
Special Servicer, to the Property Manager, as soon as available, and in any
event by the 15th day after each March 31 of each year (or the next succeeding
Business Day if any such day is not a Business Day) beginning in March 2006, an
Officer's Certificate stating, as to each signer thereof, that (i) a review of
the activities of the Property Manager or the Special Servicer, as the case
may be, during the prior calendar year, and of its performance under this
Agreement, has been made under such officer's supervision, and (ii) to the best
of such officer's knowledge, based on such review, the Property Manager or the
Special Servicer, as the case may be, complied in all material respects
throughout such period with the minimum servicing standards in this Agreement
and fulfilled in all material respects throughout