OPERATING ADVISER definition

OPERATING ADVISER shall have the meaning specified in Section 9.37(a).
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OPERATING ADVISER means the Person elected to serve as the Operating Adviser pursuant to Section 9.37(a).
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OPERATING ADVISER means the Person elected to serve as the Operating Adviser pursuant to Section 9.37(a); provided, that, with respect to an A/B Mortgage Loan, a holder of the related B Note, will, to the extent set forth in the related Intercreditor Agreement, instead be entitled to the rights and powers granted to the Operating Adviser under the Pooling and Servicing Agreement to the extent that such rights and powers relate to the related A/B Mortgage Loan (but only so long as the holder or the related B Note is the directing holder or controlling holder, as defined in the related Intercreditor Agreement).
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More Definitions of OPERATING ADVISER

OPERATING ADVISER means the Person elected to serve as the Operating Adviser pursuant to Section 9.37(a); provided, that, with respect to an A/B Mortgage Loan, a holder of the related B Note, will, to the extent set forth in the related Intercreditor Agreement, instead be entitled to the rights and powers granted to the Operating Adviser (other than, except as provided herein, any right to replace the Special Servicer or appoint a successor special servicer, or the ability to direct or restrict foreclosure in violation of the Servicing Standard, with respect to the related A/B Mortgage Loan) to the extent such rights and powers relate to the related A/B Mortgage Loan (but only so long as the holder of the related B Note is the directing holder or controlling holder, as defined in the related Intercreditor Agreement). The initial Operating Adviser will be ARCap REIT, Inc.
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OPERATING ADVISER means the Person elected to serve as the Operating Adviser pursuant to Section 9.37(a); provided, that, with respect to an A/B Mortgage Loan, a holder of the related B Note, will, to the extent set forth in the related Intercreditor Agreement, instead be entitled to the rights and powers granted to the Operating Adviser to the extent such rights and powers relate to the related A/B Mortgage Loan (but only so long as the holder of the related B Note is the directing holder or controlling holder, as defined in the related intercreditor agreement). The initial Operating Adviser will be JER Investors Trust Inc.
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OPERATING ADVISER means the Person elected to serve as the Operating Adviser pursuant to Section 9.37(a) provided, that for so long as the 1290 A/B Mortgage Loan is serviced under this Agreement, the B Note Operating Adviser shall instead be entitled to the rights and powers granted to the Operating Adviser under this Agreement, other than the right to terminate and replace the Special Servicer, to the extent such rights and powers relate to the 1290 A/B Mortgage Loan (but only so long as the holder of the B Note is the Controlling Holder of the 1290 A/B Mortgage Loan).
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OPERATING ADVISER. As defined in Section 3.25(a).
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Related to OPERATING ADVISER

  • Operating Advisor means the operating advisor appointed as provided in the Lead Securitization Servicing Agreement.

  • Eligible Operating Advisor An entity (i) that is the special servicer or operating advisor on a transaction rated by any of Moody’s, Fitch, KBRA, S&P and/or DBRS Morningstar but has not been the special servicer or operating advisor on a transaction for which Moody’s, Fitch, KBRA, S&P and/or DBRS Morningstar has qualified, downgraded or withdrawn its rating or ratings of, one or more classes of certificates for such transaction citing servicing concerns with the special servicer or operating advisor, as applicable, as the sole or material factor in such rating action, (ii) that (x) has been regularly engaged in the business of analyzing and advising clients in commercial mortgage-backed securities matters and has at least five years of experience in collateral analysis and loss projections, and (y) has at least five years of experience in commercial real estate asset management and experience in the workout and management of distressed commercial real estate assets, (iii) that can and will make the representations and warranties set forth in Section 2.09(a) of this Agreement, (iv) that is not (and is not affiliated with) the Depositor, the Trustee, the Certificate Administrator, the Master Servicer, the Special Servicer, any Mortgage Loan Seller, any Directing Holder, any Consulting Party or a depositor, a trustee, a certificate administrator, a master servicer or a special servicer with respect to the securitization of a Companion Loan, or any of their respective Affiliates, (v) that has not been paid any fees, compensation or other remuneration by any entity acting as Special Servicer or successor Special Servicer (x) in respect of its obligations under this Agreement or (y) for the recommendation of the replacement of the Special Servicer or the appointment of a successor special servicer to become the Special Servicer and (vi) that does not directly or indirectly, through one or more Affiliates or otherwise, own any interest in any Certificates, the Uncertificated VRR Interest, any Mortgage Loans, any Companion Loan or any securities backed by a Companion Loan or otherwise have any financial interest in the securitization transaction to which this Agreement relates, other than in fees from its role as Operating Advisor or any fees to which it is entitled as Asset Representations Reviewer, if the Person acting as Operating Advisor is also acting as Asset Representations Reviewer.

  • Operating Advisor Fee With respect to any Mortgage Loan (or any successor REO Mortgage Loan with respect thereto) and any Distribution Date, an amount accrued during the related Interest Accrual Period at the applicable Operating Advisor Fee Rate on, in the case of the initial Distribution Date, the Cut-Off Date Balance of such Mortgage Loan and, in the case of any subsequent Distribution Date, the Stated Principal Balance of such Mortgage Loan as of the close of business on the Distribution Date in the related Interest Accrual Period; provided that such amounts shall be computed for the same period and on the same interest accrual basis respecting which any related interest payment due or deemed due on the related Mortgage Loan is computed and shall be prorated for partial periods. Such fee shall be in addition to, and not in lieu of, any other fee or other sum payable to the Operating Advisor under this Agreement. For the avoidance of doubt, the Operating Advisor Fee shall be payable from the Lower-Tier REMIC.

  • Non-Lead Operating Advisor means the “trust advisor”, “operating advisor” or other analogous term under any Non-Lead Securitization Servicing Agreement.

  • Operating Advisor Standard As defined in Section 3.29(b) of this Agreement.

  • Property Manager means an entity that has been retained to perform and carry out at one or more of the Properties property-management services, excluding persons, entities or independent contractors retained or hired to perform facility management or other services or tasks at a particular Property, the costs for which are passed through to and ultimately paid by the tenant at such Property.

  • Supervisory Servicer means Xxx Xxxxxx Investment Advisory Corp. and its successors in interest, or any successor portfolio supervisor appointed as hereinafter provided.

  • Operating Advisor Annual Report As defined in Section 3.29(d)(ii) of this Agreement.

  • Operating Advisor Consulting Fee A fee for each Major Decision on which the Operating Advisor has consultation rights equal to $10,000 or such lesser amount as the related Mortgagor pays with respect to any Serviced Mortgage Loan (or Serviced Loan Combination, if applicable), payable pursuant to Section 3.06(a) and Section 3.06A(a) of this Agreement; provided, that the Operating Advisor Consulting Fee shall be payable only to the extent such fee is actually received from the related Mortgagor as a separately identifiable fee; provided, further that the Operating Advisor may in its sole discretion reduce the Operating Advisor Consulting Fee with respect to any Major Decision; and provided, further that the Master Servicer or Special Servicer, as applicable, may waive or reduce the amount of any Operating Advisor Consulting Fee payable by the related Mortgagor if it determines that such full or partial waiver is in accordance with the Servicing Standard (provided that the Master Servicer or the Special Servicer, as applicable, shall consult with the Operating Advisor on a non-binding basis prior to any such waiver or reduction).

  • Special Servicer means the special servicer appointed to act in such capacity with respect to the Mortgage Loan as provided in the Lead Securitization Servicing Agreement.

  • portfolio adviser means a person or company that provides investment advice or portfolio management services under a contract with the investment fund or with the manager of the investment fund;

  • Master Servicer Servicing Personnel The divisions and individuals of the Master Servicer who are involved in the performance of the duties of the Master Servicer under this Agreement.

  • Master Servicer means the master servicer appointed as provided in the Lead Securitization Servicing Agreement.

  • Manager has the meaning set forth in 2.1.

  • Special Servicer Servicing Personnel The divisions and individuals of the Special Servicer who are involved in the performance of the duties of the Special Servicer under this Agreement.

  • Sub-Manager Any Person with which the Property Manager or the Special Servicer has entered into a Sub-Management Agreement.

  • Primary Servicer Prudential Asset Resources, Inc., or any successor thereto (as primary servicer) appointed as provided in the Primary Servicing Agreement.

  • Non-Lead Special Servicer means the “special servicer” under any Non-Lead Securitization Servicing Agreement.

  • Subservicer means any Person that services Receivables on behalf of the Servicer or any Subservicer and is responsible for the performance (whether directly or through Subservicers or Subcontractors) of a substantial portion of the material servicing functions required to be performed by the Servicer under this Agreement that are identified in Item 1122(d) of Regulation AB.

  • Sub-Servicer Any Person with which the Master Servicer has entered into a Sub-Servicing Agreement and which meets the qualifications of a Sub-Servicer pursuant to Section 3.02.

  • Operating Advisor Fee Rate With respect to each Interest Accrual Period, a rate equal to 0.00125% per annum.

  • Servicer means the Master Servicer or the Special Servicer, as the context may require.

  • PJM Operating Agreement means the Amended and Restated Operating Agreement of PJM or the successor, superseding or amended versions of the Amended and Restated Operating Agreement that may take effect from time to time.

  • Operating Advisor Termination Event means any one of the following events whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body:

  • Outside Servicer With respect to an Outside Serviced Mortgage Loan, the master servicer under the applicable Outside Servicing Agreement.