Attached files
file | filename |
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10-K - FORM 10-K - CenterPoint Energy Restoration Bond Company, LLC | h71826e10vk.htm |
EX-31.1 - EX-31.1 - CenterPoint Energy Restoration Bond Company, LLC | h71826exv31w1.htm |
EX-34.1 - EX-34.1 - CenterPoint Energy Restoration Bond Company, LLC | h71826exv34w1.htm |
EX-33.2 - EX-33.2 - CenterPoint Energy Restoration Bond Company, LLC | h71826exv33w2.htm |
EX-33.1 - EX-33.1 - CenterPoint Energy Restoration Bond Company, LLC | h71826exv33w1.htm |
EX-35.1 - EX-35.1 - CenterPoint Energy Restoration Bond Company, LLC | h71826exv35w1.htm |
EXHIBIT 34.2
Report of Independent Registered Public Accounting Firm
The Board of Directors
The Trust & Securities Services department of Deutsche Bank National Trust Company and
The Trust & Securities Services department of Deutsche Bank National Trust Company and
Deutsche Bank Trust Company Americas:
We have examined the accompanying managements assertion, that the Trust & Securities Services
department of Deutsche Bank National Trust Company and Deutsche Bank Trust Company Americas
(collectively the Company) complied with the servicing criteria set forth in Item 1122(d) of the
Securities and Exchange Commissions Regulation AB for publicly issued (i.e., transaction-level
reporting required under the Securities Exchange Act of 1934, as amended) residential
mortgage-backed securities, commercial mortgage-backed securities and other asset-backed securities
issued on or after
January 1, 2006, for which the Company provides trustee, securities administration, paying agent or
custodian services, as defined in the transaction agreements, excluding publicly issued
transactions sponsored or issued by any government sponsored entity (the Platform), except for
servicing criteria 1122(d)(2)(iii) and 1122(d)(4)(iv) 1122(d)(4)(xiv), which the Company has
determined are not applicable to the activities it performs with respect to the Platform, as of and
for the year ended December 31, 2009. The Company has determined the following servicing criteria
to be applicable only to the activities the Company performs with respect to the Platform as
described below:
| Servicing criterion 1122(d)(1)(iii) is applicable only with respect to the Companys continuing obligation to act as, or locate a, successor servicer under the circumstances referred to in certain transaction agreements. It is managements interpretation that the Company has no other active back-up servicing responsibilities in regards to 1122(d)(1)(iii) as of and for the year ended December 31, 2009. Furthermore, Managements Assertion of Compliance indicates that there were no activities performed related to this criterion during the year ended December 31, 2009 with respect to the Platform, because there were no occurrences of events that would require the Company to perform such activities. | |
| Servicing criterion 1122(d)(4)(iii) is applicable to the activities the Company performs with respect to the Platform only as it relates to the Companys obligation to report additions, removals or substitutions on reports to investors in accordance with the transactions agreements. |
Management is responsible for the Companys compliance with the servicing criteria. Our
responsibility is to express an opinion on the Companys compliance based on our examination.
Our examination was conducted in accordance with the standards of the Public Company Accounting
Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence
about the Companys compliance with the servicing criteria specified above and performing such
other procedures as we considered necessary in the circumstances. Our examination included testing
selected asset-backed transactions and securities that comprise the Platform, testing selected
servicing activities related to the Platform, and determining whether the Company processed those
selected transactions and performed those selected activities in compliance with the servicing
criteria. Furthermore, our procedures were limited to the selected transactions and servicing
activities performed by the Company during the period covered
by this report. Our procedures were
not designed to determine whether errors may have occurred either prior to or subsequent to our
tests that may have affected the
balances or amounts calculated or reported by the Company during the period covered by this report
for the selected transactions or any other transactions. We believe that our examination provides a
reasonable basis for our opinion. Our examination does not provide a legal determination on the
Companys compliance with the servicing criteria.
As described in the accompanying Managements Assertion of Compliance for servicing criteria
1122(d)(2)(i), 1122(d)(4)(i) and 1122(d)(4)(ii), the Company has engaged various vendors to perform
the activities required by these servicing criteria. The Company has determined that none of these
vendors is considered a servicer as defined in Item 1101(j) of Regulation AB, and the Company has
elected to take responsibility for assessing compliance with the servicing criteria applicable to
each vendor as permitted by Interpretation 17.06 of the SEC Division of Corporation Finance Manual
of Publicly Available Telephone Interpretations (Interpretation 17.06). As permitted by
Interpretation 17.06, the Company has asserted that it has policies and procedures in place
designed to provide reasonable assurance that the vendors activities comply in all material
respects with the servicing criteria applicable to each vendor. The Company is solely responsible
for determining that it meets the SEC requirements to apply Interpretation 17.06 for the vendors
and related criteria as described in its assertion, and we performed no procedures with respect to
the Companys eligibility to apply Interpretation 17.06.
In our opinion, managements assertion that the Company complied with the aforementioned
servicing criteria, including servicing criteria 1122(d)(2)(i), 1122(d)(4)(i) and 1122(d)(4)(ii)
for which compliance is determined based on Interpretation 17.06 as described above, as of and for
the year ended
December 31, 2009, is fairly stated, in all material respects.
(Signed) KPMG, LLP
Chicago, Illinois
February 26, 2010
February 26, 2010
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