Current Report 8k Sec (Page 5 of 22) in pdf

(1) the date of the termination of the material deﬁ nitive agreement, the identity of the parties to the agreement and a brief description

of any material relationship between the registrant or its afﬁ liates and any of the parties other than in respect of the material deﬁ nitive

agreement;

(2) a brief description of the terms and conditions of the agreement that are material to the registrant;

(3) a brief description of the material circumstances surrounding the termination; and

(4) any material early termination penalties incurred by the registrant.

(b) For purposes of this Item 1.02, the term material deﬁ nitive agreement shall have the same meaning as set forth in Item 1.01(b).

Instructions.

1. No disclosure is required solely by reason of this Item 1.02 during negotiations or discussions regarding termination of a material

deﬁ nitive agreement unless and until the agreement has been terminated.

2. No disclosure is required solely by reason of this Item 1.02 if the registrant believes in good faith that the material deﬁ nitive agreement

has not been terminated, unless the registrant has received a notice of termination pursuant to the terms of agreement.

3. With respect to asset-backed securities, as deﬁ ned in Item 1101 of Regulation AB (17 CFR 229.1101), disclosure is required under this

Item 1.02 regarding the termination of a deﬁ nitive agreement that is material to the asset-backed securities transaction (otherwise than by

expiration of the agreement on its stated termination date or as a result of all parties completing their obligations under such agreement),

even if the registrant is not a party to such agreement (e.g., a servicing agreement with a servicer contemplated by Item 1108(a)(3) of

Regulation AB (17 CFR 229.1108(a)(3)).

Item 1.03 Bankruptcy or Receivership.

(a) If a receiver, ﬁ scal agent or similar ofﬁ cer has been appointed for a registrant or its parent, in a proceeding under the U.S.

Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction

over substantially all of the assets or business of the registrant or its parent, or if such jurisdiction has been assumed by leaving the existing

directors and ofﬁ cers in possession but subject to the supervision and orders of a court or governmental authority, disclose the following

information:

(1) the name or other identiﬁ cation of the proceeding;

(2) the identity of the court or governmental authority;

(3) the date that jurisdiction was assumed; and

(4) the identity of the receiver, ﬁ scal agent or similar ofﬁ cer and the date of his or her appointment.

(b) If an order conﬁ rming a plan of reorganization, arrangement or liquidation has been entered by a court or governmental authority

having supervision or jurisdiction over substantially all of the assets or business of the registrant or its parent, disclose the following;

(1) the identity of the court or governmental authority;

(2) the date that the order conﬁ rming the plan was entered by the court or governmental authority;

(3) a summary of the material features of the plan and, pursuant to Item 9.01 (Financial Statements and Exhibits), a copy of the

plan as conﬁ rmed;

(4) the number of shares or other units of the registrant or its parent issued and outstanding, the number reserved for future issuance

in respect of claims and interests ﬁ led and allowed under the plan, and the aggregate total of such numbers; and

(5) information as to the assets and liabilities of the registrant or its parent as of the date that the order conﬁ rming the plan was

entered, or a date as close thereto as practicable.

Instructions.

1. The information called for in paragraph (b)(5) of this Item 1.03 may be presented in the form in which it was furnished to the court

or governmental authority.

2. With respect to asset-backed securities, disclosure also is required under this Item 1.03 if the depositor (or servicer if the servicer

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