Common use of Backup Servicing Compensation Clause in Contracts

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i) and Section 2.04(b)(iv), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.05, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.01, the Backup Servicer shall be entitled to the Servicing Fee.

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i2.9(a)(4) and Section 2.04(b)(iv2.10(a)(4), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee.

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i2.9(a)(4) and Section 2.04(b)(iv2.10(a)(4), as applicableapplicable (the parties hereto acknowledging that the Turbo Period has commenced on the Turbo Effective Date). The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee.

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i) and Section 2.04(b)(iv2.10(a)(iii), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee.

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i2.7(a)(2) and Section 2.04(b)(iv2.8(2), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee.

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i2.9(a)(iv) and Section 2.04(b)(iv2.10(a)(iv), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee and the Revolving Servicing Fee.

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i2.9(a)(4) and Section 2.04(b)(iv2.10(a)(4), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee.. 115

Backup Servicing Compensation. As compensation for its back-up backup servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee Servicer Fee, to the extent of funds available therefor pursuant to Section 2.04(a)(i2.10(a)(ii) and Section 2.04(b)(iv2.11(a)(ii), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee Fee, as applicable, shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) with respect to the Backup Servicer and the Backup Servicing Fee, it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.19, the Backup Servicer shall be entitled to the Servicing Fee.

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i2.9(a)(iv) and Section 2.04(b)(iv2.10(a)(iv), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee and the Subordinated Servicing Fee.

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i2.9(a)(2) and Section 2.04(b)(iv2.10(a)(2), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee.

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i2.7(a)(iv) and Section 2.04(b)(iv2.8(4), as applicable. The Backup Servicer’s 's entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee.

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i2.7(a)(iv) and Section 2.04(b)(iv2.8(4), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee.

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i2.9(a)(4) and Section 2.04(b)(iv2.10(a)(4), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee.. 118

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i2.9(a)(4) and Section 2.04(b)(iv2.10(a)(4), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee.. 123

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i2.9(a)(4) and Section 2.04(b)(iv2.10(a)(4), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as 119 Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee.

Backup Servicing Compensation. As compensation for its back-up servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee to the extent of funds available therefor pursuant to Section 2.04(a)(i2.9(a)(2), Section 2.9(b)(1) and Section 2.04(b)(iv2.10(a)(2), as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of 125 this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.16, the Backup Servicer shall be entitled to the Servicing Fee.

Backup Servicing Compensation. As compensation for its back-up backup servicing activities hereunder, the Backup Servicer shall be entitled to receive the Backup Servicing Fee from the Servicer. To the extent that such Backup Servicing Fee is not paid by the Servicer, the Backup Servicer shall be entitled to receive the unpaid balance of its Backup Servicing Fee Servicer Fee, to the extent of funds available therefor pursuant to Section 2.04(a)(i) 2.10 and Section 2.04(b)(iv)2.11, as applicable. The Backup Servicer’s entitlement to receive the Backup Servicing Fee Fee, as applicable, shall cease (excluding any unpaid outstanding amounts as of that date) on the earliest to occur of: (i) with respect to the Backup Servicer and the Backup Servicing Fee, it becoming the Successor Servicer, (ii) its removal as Backup Servicer pursuant to Section 7.057.5, or (iii) the termination of this Agreement. Upon becoming Successor Servicer pursuant to Section 6.016.19, the Backup Servicer shall be entitled to the Servicing Fee.