Common use of Compensating Interest Payments Clause in Contracts

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and Serviced Pari Passu Companion Loans (other than the Specially Serviced Loans and Defaulted Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees up to a maximum rate of 0.0025% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion Loan. Any Compensating Interest Payments made with respect to a Serviced Pari Passu Companion Loan will be paid to the related Companion Loan Holder.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Lower Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement thereforthereafter, an amount equal to a Compensating Interest Payment, in the lesser of (i) the aggregate of all event that a Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect Shortfall occurs as a result of the Serviced Servicer allowing the Borrower to deviate from the terms of the Mortgage Loans and Serviced Pari Passu Companion Loans Loan Documents regarding principal prepayments (other than the Specially Serviced Loans and Defaulted Loans)(w) subsequent to a Mortgage Loan Event of Default, other than Principal Prepayments received (x) pursuant to applicable law or a court order, (y) in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during or (z) at the most recently ended Prepayment Period, and (ii) request or with the sum of (A) the aggregate Servicing Fees up to a maximum rate of 0.0025% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect consent of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Special Servicer’s failure to enforce the related Loan Documents). No Compensating Interest Payments shall be made by applied first, to cover the Master Servicer for any Outside Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion Loan. Any Compensating portion of the applicable Prepayment Interest Payments made with respect to a Serviced Pari Passu Companion Loan will be paid Shortfall (adjusted to the related Initial Interest Rate, net of the Servicing Fee Rate) attributable to the Trust A Notes and the Companion A Notes, pro rata based on the respective amounts of such shortfall for each such Note, second, to cover the portion of the applicable Prepayment Interest Shortfall (adjusted to the related Initial Interest Rate, net of the Servicing Fee Rate) attributable to the Trust B Notes and the Companion B Notes, pro rata based on the respective amounts of such shortfall for each such Note, and, then, to cover the portion of the applicable Prepayment Interest Shortfall (adjusted to the related Initial Interest Rate, net of the Servicing Fee Rate) attributable to the Trust C Notes. In 158 no event will the rights of the Trust Interest Owners and Companion Loan HolderHolders to the offset of the aggregate Prepayment Interest Shortfalls be cumulative.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and or Serviced Pari Passu Companion Loans (other than the Specially Serviced Loans Loans, the Non-Serviced Mortgage Loans, and Defaulted Mortgage Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation ProceedsProceeds or otherwise incurred with the consent of the Special Servicer or the Controlling Class Representative, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees with respect to each Mortgage Loan, Serviced Companion Loan, REO Mortgage Loan and REO Serviced Companion Loan for which Servicing Fees are being paid in such Prepayment Period, up to a maximum rate of 0.0025% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Mortgage Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside the Non-Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion LoanMortgage Loans. Any Compensating Interest Payments made with respect to a Serviced Pari Passu Companion Loan will shall be paid to the related Serviced Companion Loan Holder.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and Serviced Pari Passu Companion Loans (other than the Specially Serviced Mortgage Loans and Defaulted Mortgage Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees up to a maximum rate of 0.0025% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan and REO Mortgage Loan for which Servicing Fees are being paid in such Prepayment Period, up to a maximum rate of 0.02% per annum with respect to each Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion Loan. Any Compensating Interest Payments made with respect to a Serviced Pari Passu Companion Loan will be paid to the related Companion Loan Holder.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and or Serviced Pari Passu Companion Loans (other than the Specially Serviced Loans and Defaulted Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees up to a maximum rate of 0.00250.005% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion Loan. Any Compensating Interest Payments made with respect to a Serviced Pari Passu Companion Loan will be paid to the related Companion Loan Holder.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and Serviced Pari Passu or Companion Loans (other than the Specially Serviced Loans and Defaulted Mortgage Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees with respect to each Mortgage Loan, Companion Loan, REO Mortgage Loan, and REO Companion Loan for which Servicing Fees are being paid in such Prepayment Period, up to a maximum rate of 0.00250.005% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion Loan. Any Compensating Interest Payments made with respect to a Serviced Pari Passu Companion Loan will be paid to the related Companion Loan Holder.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and or Serviced Pari Passu Companion Loans (other than the Specially Serviced Loans Loans, the Non-Serviced Mortgage Loans, and Defaulted Mortgage Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation ProceedsProceeds or otherwise incurred with the consent of the Special Servicer or (other than in respect of any Excluded Loan then subject to an Exclusion Period) the Controlling Class Representative, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees with respect to each Mortgage Loan, Serviced Companion Loan, REO Mortgage Loan and REO Serviced Companion Loan for which Servicing Fees are being paid in such Prepayment Period, up to a maximum rate of 0.0025% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Mortgage Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside the Non-Serviced Trust Loan, Outside Mortgage Loans and the Other Master Servicer will not be required to make Compensating Interest Payments on the Non-Serviced Companion Loan or Subordinate Companion LoanMortgage Loans. Any Compensating Interest Payments made with respect to a Serviced Pari Passu Companion Loan will shall be paid to the related Serviced Companion Loan Holder.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and or Serviced Pari Passu Companion Loans (other than the Specially Serviced Loans, the Non-Serviced Mortgage Loans and Defaulted Mortgage Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees with respect to each Mortgage Loan, Serviced Companion Loan, REO Mortgage Loan, and REO Serviced Companion Loan for which Servicing Fees are being paid in such Prepayment Period, up to a maximum rate of 0.00250.005% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Serviced Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside the Non-Serviced Trust Loan, Outside Serviced Companion Loan Mortgage Loans or Subordinate Companion LoanCCRE Strip. Any Compensating Interest Payments made with respect to a Serviced Pari Passu Companion Loan will be paid to the related Companion Loan Holder.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and or Serviced Pari Passu Companion Loans (other than the Specially Serviced Loans and Defaulted Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees up to a maximum rate of 0.0025% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period Period, up to a maximum rate of 0.005% per annum with respect to each Mortgage Loan (and related REO Mortgage Loan) (other than with respect to the Outside Serviced Trust Loan) and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any the Outside Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion Loan. Any Compensating Interest Payments made with in respect to a Serviced Pari Passu Companion Loan will be paid to of the related Companion Loan HolderCCRE Strip.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and Serviced Pari Passu or Companion Loans (other than the Specially Serviced Loans, the Non-Serviced Mortgage Loans and Defaulted Mortgage Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees with respect to each Mortgage Loan, Companion Loan, REO Mortgage Loan, and REO Companion Loan for which Servicing Fees are being paid in such Prepayment Period, up to a maximum rate of 0.00250.005% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside the Non-Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion LoanMortgage Loans. Any Compensating Interest Payments made with respect to a Serviced Pari Passu Companion Loan will be paid to the related Companion Loan Holder.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and Serviced Pari Passu Companion Loans (other than the Non-Serviced Trust Loans, the Specially Serviced Loans and Defaulted Mortgage Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees up to a maximum rate of 0.0025% per annum for the related Distribution Date with respect to each Mortgage Loan (other than Non-Serviced Trust Loans) and REO Mortgage Loan for which Servicing Fees are being paid in such Prepayment Period, up to a maximum rate of 0.02% per annum with respect to each Mortgage Loan (and related REO Mortgage Loan) and (other than with respect to the Non-Serviced Pari Passu Companion Loan (and related REO Companion LoanTrust Loans) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside the Non-Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion Loan. Any Loans and the Other Master Servicer will not be required to make Compensating Interest Payments made with respect to a on the Non-Serviced Pari Passu Companion Loan will be paid to the related Companion Loan HolderTrust Loans.

Compensating Interest Payments. The Master Servicer Each of Cendant and WMBFA shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Collection Account not later than the Sub-Servicer Remittance Date, without any right of reimbursement therefor, Date immediately preceding the related Distribution Date an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect amounts determined pursuant to clauses (a) and (b) of the Serviced definition of Interest Shortfall as calculated with respect to Mortgage Loans and Serviced Pari Passu Companion Loans (other than sub-serviced by such Sub-Servicer for the Specially Serviced Loans and Defaulted Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during the most recently ended related Prepayment Period, Period and (ii) the sum of (A) applicable Sub-Servicing Fee for such Distribution Date. NCM shall deposit in the aggregate Servicing Fees up to a maximum rate of 0.0025% per annum for Master Servicer Collection Account not later than the Sub-Servicer Remittance Date immediately preceding the related Distribution Date an amount equal to the aggregate amounts determined pursuant to clauses (a) and (b) of the definition of Interest Shortfall (other than amounts with respect to each Serviced Voluntary Principal Prepayments in full) as calculated with respect to the Mortgage Loan (and Loans sub-serviced by NCM for the related REO Prepayment Period. The Master Servicer shall deposit in the Master Servicer Collection Account the amount of any Interest Shortfalls as calculated with respect to the Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid Loans subserviced by NCM resulting from Voluntary Principal Prepayments in such Prepayment Period and (B) all Prepayment Interest Excesses received full during the related Prepayment Period (and net investment earnings thereon); provided that Period. One Business Day prior to each Distribution Date, the Master Servicer shall pay (without regard to clause (ii) above) deposit into the aggregate Certificate Account the sum of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Loan Documents. No all Compensating Interest Payments shall be received from the Sub-Servicers or made by the Master Servicer for any Outside Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion Loan. Any such Distribution Date and (ii) Compensating Interest Payments required to be made with respect by a Sub-Servicer but not made by such Distribution Date (provided that the amount determined pursuant to (ii) shall not exceed the Master Servicer Compensation for such Distribution Date). All amounts required to be deposited into the Master Servicer Collection Account by a Serviced Pari Passu Companion Loan will be paid to Sub-Servicer or the related Companion Loan Holder.Master Servicer pursuant to

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and Serviced Pari Passu Companion Loans (other than the Specially Serviced Loans Loans, the Non-Serviced Mortgage Loans, and Defaulted Mortgage Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees up to a maximum rate of 0.0025% per annum for during the one month period ending on the Determination Date immediately preceding the related Distribution Date with respect to each Serviced Mortgage Loan and REO Mortgage Loan for which Servicing Fees are being paid in such Prepayment Period, up to a maximum rate of 0.01% per annum with respect to each Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside the Non-Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion Loan. Any Mortgage Loans and the Other Master Servicer will not be required to make Compensating Interest Payments made with respect to a on the Non-Serviced Pari Passu Companion Loan will be paid to the related Companion Loan HolderMortgage Loans.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and Serviced Pari Passu Companion Loans (other than the Specially Serviced Loans Loans[, the Non-Serviced Mortgage Loans,] and Defaulted Mortgage Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees up to a maximum rate of 0.0025% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan and REO Mortgage Loan for which Servicing Fees are being paid in such Prepayment Period, up to a maximum rate of (1) [__]% per annum with respect to each Mortgage Loan (and related REO Mortgage Loan) sold to the Depositor pursuant to the [_____] Loan Purchase Agreement and Serviced Pari Passu Companion (2) [__]% per annum with respect to each Mortgage Loan (and related REO Companion Mortgage Loan) for which such Servicing Fees are being paid in such Prepayment Period sold to the Depositor pursuant to the [_____] Loan Purchase Agreement or the [_____] Loan Purchase Agreement and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Loan Documents. [No Compensating Interest Payments shall be made by the Master Servicer for any Outside the Non-Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion Loan. Any Mortgage Loans and the Other Master Servicer will not be required to make Compensating Interest Payments made with respect to a on the Non-Serviced Pari Passu Companion Loan will be paid to the related Companion Loan HolderMortgage Loans.]

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and Serviced Pari Passu Companion Loans (other than the Specially Serviced Loans Loans, the Non-Serviced Mortgage Loans, and Defaulted Mortgage Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees up to a maximum rate of 0.0025% per annum for during the one month period ending on the Determination Date immediately preceding the related Distribution Date with respect to each Serviced Mortgage Loan and REO Mortgage Loan for which Servicing Fees are being paid in such Prepayment Period, up to a maximum rate of 0.01% per annum with respect to each Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside the Non-Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion Loan. Any Mortgage Loans and an Other Master Servicer will not be required to make Compensating Interest Payments made with respect to a on the Non-Serviced Pari Passu Companion Loan will be paid to the related Companion Loan HolderMortgage Loans.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and or Serviced Pari Passu Companion Loans (other than the Specially Serviced Loans Loans, the Non-Serviced Mortgage Loans, and Defaulted Mortgage Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation ProceedsProceeds or otherwise incurred with the consent of the Special Servicer or the Controlling Class Representative, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees with respect to each Mortgage Loan, Serviced Companion Loan, REO Mortgage Loan and REO Serviced Companion Loan for which Servicing Fees are being paid in such Prepayment Period, up to a maximum rate of 0.0025% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Mortgage Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside the Non-Serviced Trust Loan, Outside Mortgage Loans and the Other Master Servicer will not be required to make Compensating Interest Payments on the Non-Serviced Companion Loan or Subordinate Companion LoanMortgage Loans. Any Compensating Interest Payments made with respect to a Serviced Pari Passu Companion Loan will shall be paid to the related Serviced Companion Loan Holder.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in into the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement thereforthereafter, a cash payment (a “Compensating Interest Payment”) in an amount equal to the lesser of (i) the aggregate amount of all any Prepayment Interest Shortfalls Shortfall incurred in connection with a voluntary Principal Prepayments Prepayment received in respect of the Serviced Mortgage Loans and Serviced Pari Passu Companion Loans Trust Loan during the related Collection Period prior to the Loan Payment Date in that Collection Period (unless the Whole Loan is subject to a Special Servicing Loan Event or the Special Servicer allowed the prepayment on a date other than the Specially Serviced Loans and Defaulted Loansrelated Loan Payment Date), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, during the most recently ended Prepayment Period, and (ii) the sum aggregate of (A) the aggregate its Servicing Fees with respect to the Trust Loan (calculated for this purpose up to a maximum rate of 0.0025% per annum annum) for the related Distribution Date; provided that, notwithstanding the foregoing, if a Prepayment Interest Shortfall occurs as a result of the Servicer allowing the Borrower to deviate from the terms of the Loan Documents regarding principal prepayments (other than (x) subsequent to a Loan Event of Default on the Whole Loan, (y) pursuant to applicable law or a court order, or (z) at the request or with the consent of the Special Servicer), then for purposes of calculating the Compensating Interest Payment for the related Distribution Date, the amount in clause (ii) above will also include the remaining Servicing Fees with respect to the Trust Loan for the related Distribution Date with and, to the extent earned on Principal Prepayments, Net Investment Earnings payable to the Servicer for the related Loan Interest Accrual Period. In no event will the rights of the Certificateholders to the offset of the aggregate Prepayment Interest Shortfalls be cumulative. With respect to each Serviced Mortgage Loan (and related REO Mortgage Companion Loan) and Serviced Pari Passu , if a Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the Shortfall occurs as a result of the Master Servicer’s failure to enforce the related Loan Documents. No Compensating Interest Payments shall be made by Documents regarding principal prepayments (other than (x) subsequent to a Loan Event of Default on the Master Servicer for any Outside Serviced Trust Whole Loan, Outside Serviced Companion Loan (y) pursuant to applicable law or Subordinate Companion Loan. Any Compensating Interest Payments made a court order, or (z) at the request or with respect to a Serviced Pari Passu Companion Loan will be paid the consent of the Special Servicer), then the Servicer shall deliver to the related Companion Loan HolderHolder (or in the case of a Companion Loan that is part of an Other Securitization Trust, the master servicer, trustee or certificate administrator, as applicable, with respect to such Other Securitization Trust) on each Remittance Date, without any right of reimbursement thereafter, a cash payment (a “Companion Loan Compensating Interest Payment”) in an amount equal to the lesser of (i) the amount of any Companion Loan Prepayment Interest Shortfall incurred in connection with a voluntary Principal Prepayment received in respect of such Companion Loan during the related Collection Period prior to the Loan Payment Date in that Collection Period (unless the Whole Loan is subject to a Special Servicing Loan Event or the Special Servicer allowed the prepayment on a date other than the related Loan Payment Date), and (ii) the aggregate of its Servicing Fees with respect to such Companion Loan for the related Distribution Date. In no event will the rights of such Companion Loan Holder to the offset of the aggregate Companion Loan Prepayment Interest Shortfalls be cumulative.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator Trustee for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and Serviced Pari Passu Companion Loans (other than the Specially Serviced Mortgage Loans and Defaulted Mortgage Loans), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation Proceeds, ) during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees up to a maximum rate of 0.0025% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan and REO Mortgage Loan for which Servicing Fees are being paid in such Prepayment Period, up to a maximum rate of (1) [__]% per annum with respect to each Mortgage Loan (and related REO Mortgage Loan) sold to the Depositor pursuant to the [_____] Loan Purchase Agreement and Serviced Pari Passu Companion (2) [__]% per annum with respect to each Mortgage Loan (and related REO Companion Mortgage Loan) for which such Servicing Fees are being paid in such Prepayment Period sold to the Depositor pursuant to the [_____] Loan Purchase Agreement or the [_____] Loan Purchase Agreement and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion Loan. Any Compensating Interest Payments made with respect to a Serviced Pari Passu Companion Loan will be paid to the related Companion Loan Holder.

Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with voluntary Principal Prepayments received in respect of the Serviced Mortgage Loans and or Serviced Pari Passu Companion Loans (other than the any Specially Serviced Loans Loan, any Non-Serviced Mortgage Loan, and any Defaulted LoansMortgage Loan), other than Principal Prepayments received in connection with the receipt of Insurance Proceeds or Condemnation ProceedsProceeds or otherwise incurred with the consent of the Special Servicer or the Controlling Class Representative, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing Fees with respect to each Mortgage Loan, Serviced Companion Loan, REO Mortgage Loan and REO Serviced Companion Loan for which Servicing Fees are being paid in such Prepayment Period, up to a maximum rate of 0.0025% per annum for the related Distribution Date with respect to each Serviced Mortgage Loan (and related REO Mortgage Loan) and Serviced Pari Passu Companion Loan (and related REO Companion Loan) for which such Servicing Fees are being paid in such Prepayment Period and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon); provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal Prepayments received in respect of the Serviced Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Mortgage Loan Documents. No Compensating Interest Payments shall be made by the Master Servicer for any Outside Non-Serviced Trust Loan, Outside Serviced Companion Loan or Subordinate Companion Mortgage Loan. Any Compensating Interest Payments made with respect to a Serviced Pari Passu Companion Loan will shall be paid to the related Serviced Companion Loan Holder.