Common use of Amendments to the Co-Lender Agreement, Intercreditor Agreement, Servicing Agreement and Participation Agreements Clause in Contracts

Amendments to the Co-Lender Agreement, Intercreditor Agreement, Servicing Agreement and Participation Agreements. (a) On or prior to the Closing Date, Lender has provided to Borrower copies of the servicing agreement with Servicer, the Co-Lender Agreement, if any, the Intercreditor Agreement and all other intercreditor/participation agreements that are in effect on the Closing Date. Lender will provide to Borrower copies of any additional or supplemental servicing agreements, Co-Lender Agreements, if any, Intercreditor Agreements and all other new intercreditor/participation agreements that are entered into by Lender subsequent to the Closing Date and any amendments, modifications or supplements to any of the foregoing documents in effect on or executed after the Closing Date (any such additional, supplemental or new servicing agreements, Co-Lender Agreement, Intercreditor Agreement and/or intercreditor/participation agreement, or any such amendments, modifications or supplements effected after the Closing Date, a “New Syndication Arrangement”), with respect to, in connection with, or otherwise affecting the Loan, the Mortgage Notes, the Mezzanine Notes or the terms thereof. Such New Syndications Arrangements will be, with respect to the substance of the voting matters set forth in such agreements and the aggregate percentage interest of the parties thereto required to consent to such voting matters, in each case, if applicable, as set forth in each such agreement (such matters and percentage interests, collectively, the “Voting Matters”), (i) substantially consistent with such Voting Matters as are set forth in the Co-Lender Agreement (or, if the Loan is not already subject to a Co-Lender Agreement, a Co-Lender Agreement in the form of the Co-Lender Agreement Form), intercreditor agreement or participation agreement (as applicable depending on the agreement that is being supplemented, amended or replaced) in effect on the date hereof (or, if such New Syndication Arrangement is not replacing, supplementing, modifying or amending an agreement in effect on the Closing Date, then substantially consistent with the Voting Matters set forth in the Co-Lender Agreement (or, if the Loan is not already subject to a Co-Lender Agreement, a Co-Lender Agreement in the form of the Co-Lender Agreement Form) or, if not, reasonably acceptable to Borrower with respect to such Voting Matters, and (ii) otherwise consistent with the provisions hereof and of the other Loan Documents. Borrower shall have the right to reasonably approve the substance of the Voting Matters set forth in each New Syndication Arrangement; provided, that, to the extent that the provisions thereof consisting of the Voting Matters, if any, either (x) are not material and adverse to Borrower or (y) they otherwise comply with the immediately preceding clauses (i) and (ii), then in either case Borrower’s consent to such New Syndication Arrangement shall not be unreasonably withheld or delayed.

Amendments to the Co-Lender Agreement, Intercreditor Agreement, Servicing Agreement and Participation Agreements. (a) On or prior to the Closing Date, Lender has provided to Borrower copies of the servicing agreement with Servicer, the Co-Lender Agreement, if any, the Intercreditor Agreement and all other intercreditor/participation agreements that are in effect on the Closing Date. Lender will provide to Borrower copies of any additional or supplemental servicing agreements, Co-Lender Agreements, if any, Intercreditor Agreements and all other new intercreditor/participation agreements that are entered into by Lender subsequent to the Closing Date and any amendments, modifications or supplements to any of the foregoing documents in effect on or executed after the Closing Date (any such additional, supplemental or new servicing agreements, Co-Lender Agreement, Intercreditor Agreement and/or intercreditor/participation agreement, or any such amendments, modifications or supplements effected after the Closing Date, a “New Syndication Arrangement”), with respect to, in connection with, or otherwise affecting the Loan, the Mortgage Notes, the Mezzanine Notes or the terms thereof. Such New Syndications Arrangements will be, with respect to the substance of the voting matters set forth in such agreements and the aggregate percentage interest of the parties thereto required to consent to such voting matters, in each case, if applicable, as set forth in each such agreement (such matters and percentage interests, collectively, the “Voting Matters”), (i) substantially consistent with such Voting Matters as are set forth in the Co-Lender Agreement Agreement, (or, if the Loan is not already subject to a Co-Lender Agreement, a Co-Lender Agreement in the form of the Co-Lender Agreement Form), intercreditor agreement or participation agreement (as applicable depending on the agreement that is being supplemented, amended or replaced) in effect on the date hereof (or, if such New Syndication Arrangement is not replacing, supplementing, modifying or amending an agreement in effect on the Closing Date, then substantially consistent with the Voting Matters set forth in the Co-Lender Agreement (or, if the Loan is not already subject to a Co-Lender Agreement, a Co-Lender Agreement in the form of the Co-Lender Agreement Form) or, if not, reasonably acceptable to Borrower with respect to such Voting Matters, and (ii) otherwise consistent with the provisions hereof and of the other Loan Documents. Borrower shall have the right to reasonably approve the substance of the Voting Matters set forth in each New Syndication Arrangement; provided, that, to the extent that the provisions thereof consisting of the Voting Matters, if any, either (x) are not material and adverse to Borrower or (y) they otherwise comply with the immediately preceding clauses (i) and (ii), then in either case Borrower’s consent to such New Syndication Arrangement shall not be unreasonably withheld or delayed.

Amendments to the Co-Lender Agreement, Intercreditor Agreement, Servicing Agreement and Participation Agreements. (a) On or prior to the Closing Date, Lender has provided to Borrower copies of the servicing agreement with Servicer, the Co-Lender Agreement, if any, the Intercreditor Agreement and all other intercreditor/participation agreements that are in effect on the Closing Date. Lender will provide to Borrower copies of any additional or supplemental servicing agreements, Co-Lender Agreements, if any, Intercreditor Agreements and all other new intercreditor/participation agreements that are entered into by Lender subsequent to the Closing Date and any amendments, modifications or supplements to any of the foregoing documents in effect on or executed after the Closing Date (any such additional, supplemental or new servicing agreements, Co-Lender Agreement, Intercreditor Agreement and/or intercreditor/participation agreement, or any such amendments, modifications or supplements effected after the Closing Date, a “New Syndication Arrangement”), with respect to, in connection with, or otherwise affecting the Loan, the Mortgage Notes, the Mezzanine Notes or the terms thereof. Such New Syndications Arrangements will be, with respect to the substance of the voting matters set forth in such agreements and the aggregate percentage interest of the parties thereto required to consent to such voting matters, in each case, if applicable, as set forth in each such agreement (such matters and percentage interests, collectively, the “Voting Matters”), (i) substantially consistent with such Voting Matters as are set forth in the Co-Lender Agreement (or, if the Loan is not already subject to a Co-Lender Agreement, a Co-Lender Agreement in the form of the Co-Lender Agreement Form), intercreditor agreement or participation agreement (as applicable depending on the agreement that is being supplemented, amended or replaced) in effect on the date hereof (or, if such New Syndication Arrangement is not replacing, supplementing, modifying or amending an agreement in effect on the Closing Date, then substantially consistent with the Voting Matters set forth in the Co-Lender Agreement (or, if the Loan is not already subject to a Co-Lender Agreement, a Co-Lender Agreement in the form of the Co-Lender Agreement Form) or, if not, reasonably acceptable to Borrower with respect to such Voting Matters, and (ii) otherwise consistent with the provisions hereof and of the other Loan Documents. Borrower shall have the right to reasonably approve the substance of the Voting Matters set forth in each New Syndication Arrangement; provided, that, to the extent that the provisions thereof consisting of the Voting Matters, if any, either (x) are not material and adverse to Borrower or (y) they otherwise comply with the immediately preceding clauses (i) and (ii), then in either case Borrower’s consent to such New Syndication Arrangement shall not be unreasonably withheld or delayed.

Amendments to the Co-Lender Agreement, Intercreditor Agreement, Servicing Agreement and Participation Agreements. (a) On or prior to the Closing Date, Lender has provided to Borrower copies of the servicing agreement with Servicer, the Co-Lender Agreement, if any, the Intercreditor Agreement and all other intercreditor/participation agreements that are in effect on the Closing Date. Lender will provide to Borrower copies of any additional or supplemental servicing agreements, Co-Lender Agreements, if any, Intercreditor Agreements and all other new intercreditor/participation agreements that are entered into by Lender subsequent to the Closing Date and any amendments, modifications or supplements to any of the foregoing documents in effect on or executed after the Closing Date (any such additional, supplemental or new servicing agreements, Co-Lender Agreement, Intercreditor Agreement and/or intercreditor/participation agreement, or any such amendments, modifications or supplements effected after the Closing Date, a “New Syndication Arrangement”), with respect to, in connection with, or otherwise affecting the Loan, the Mortgage Notes, the Mezzanine Notes or the terms thereof. Such New Syndications Arrangements will be, with respect to the substance of the voting matters set forth in such agreements and the aggregate percentage interest of the parties thereto required to consent to such voting matters, in each case, if applicable, as set forth in each such agreement (such matters and percentage interests, collectively, the “Voting Matters”), (i) substantially consistent with such Voting Matters as are set forth in the Co-Lender Agreement (or, if the Loan is not already subject to a Co-Lender Agreement, a Co-Lender Agreement in the form of the Co-Lender Agreement Form), intercreditor agreement or participation agreement (as applicable depending on the agreement that is being supplemented, amended or replaced) in effect on the date hereof (or, if such New Syndication Arrangement is not replacing, supplementing, modifying or amending an agreement in effect on the Closing Date, then substantially consistent with the Voting Matters set forth in the Co-Lender Agreement (or, if the Loan is not already subject to a Co-Lender Agreement, a Co-Lender Agreement in the form of the Co-Lender Agreement Form) or, if not, reasonably acceptable to Borrower with respect to such Voting Matters, and (ii) otherwise consistent with the provisions hereof and of the other Loan Documents. Borrower shall have the right to reasonably approve the substance of the Voting Matters set forth in each New Syndication Arrangement; provided, that, to the extent that the provisions thereof consisting of the Voting Matters, if any, either (x) are not material and adverse to Borrower or (y) they otherwise comply with the immediately preceding clauses (i) and (ii), then in either case Borrower’s consent to such New Syndication Arrangement shall not be unreasonably withheld or delayed.

Amendments to the Co-Lender Agreement, Intercreditor Agreement, Servicing Agreement and Participation Agreements. (a) On or prior to the Closing Date, Lender has provided to Borrower copies of the servicing agreement with Servicer, the Co-Lender Agreement, if any, the Intercreditor Agreement and all other intercreditor/participation agreements that are in effect on the Closing Date. Lender will provide to Borrower copies of any additional or supplemental servicing agreements, Co-Lender Agreements, if any, Intercreditor Agreements and all other new intercreditor/participation agreements that are entered into by Lender subsequent to the Closing Date and any amendments, modifications or supplements to any of the foregoing documents in effect on or executed after the Closing Date (any such additional, supplemental or new servicing agreements, Co-Lender Agreement, Intercreditor Agreement and/or intercreditor/participation agreement, or any such amendments, modifications or supplements effected after the Closing Date, a “New Syndication Arrangement”), with respect to, in connection with, or otherwise affecting the Loan, the Mortgage Notes, the Mezzanine Notes or the terms thereof. Such New Syndications Arrangements will be, with respect to the substance of the voting matters set forth in such agreements and the aggregate percentage interest of the parties thereto required to consent to such voting matters, in each case, if applicable, as set forth in each such agreement (such matters and percentage interests, collectively, the “Voting Matters”), (i) substantially consistent with such Voting Matters as are set forth in the Co-Lender Agreement (or, if the Loan is not already subject to a Co-Lender Agreement, a Co-Lender Agreement in the form of the Co-Lender Agreement Form), intercreditor agreement or participation agreement (as applicable depending on the agreement that is being supplemented, amended or replaced) in effect on the date hereof (or, if such New Syndication Arrangement is not replacing, supplementing, modifying or amending an agreement in effect on the Closing Date, then substantially consistent with the Voting Matters set forth in the Co-Lender Agreement (or, if the Loan is not already subject to a Co-Lender Agreement, a Co-Lender Agreement in the form of the Co-Lender Agreement Form)) or, if not, reasonably acceptable to Borrower with respect to such Voting Matters, and (ii) otherwise consistent with the provisions hereof and of the other Loan Documents. Borrower shall have the right to reasonably approve the substance of the Voting Matters set forth in each New Syndication Arrangement; provided, that, to the extent that the provisions thereof consisting of the Voting Matters, if any, either (x) are not material and adverse to Borrower or (y) they otherwise comply with the immediately preceding clauses (i) and (ii), then in either case Borrower’s consent to such New Syndication Arrangement shall not be unreasonably withheld or delayed.