Common use of Cure Rights Clause in Contracts

Cure Rights. (a) If the Issuer, as holder of a Loan, has the right pursuant to the related Underlying Instruments to cure an event of default on the Underlying Term Loan, the Collateral Manager may, in accordance with the Collateral Manager Servicing Standard and subject to the applicable provisions of the Servicing Agreement, advance from its own funds with respect to the Loan as a reimbursable Cure Advance, all such amounts as are necessary to effect the timely cure of such event of default pursuant to the terms of the related Underlying Instruments; provided that (i) such advances may only be made to the extent that the Collateral Manager reasonably believes that such Cash advance can be repaid from future payments on the related underlying commercial mortgage loan (subject to the Collateral Manager Servicing Standard and to the applicable provisions of the Servicing Agreement) and (ii) the particular advance would not, if made, constitute a Nonrecoverable Cure Advance. The determination by the Collateral Manager that it has made a Nonrecoverable Cure Advance or that any proposed Cure Advance, if made, would constitute a Nonrecoverable Cure Advance shall be made by the Collateral Manager in its reasonable, good faith judgment (subject to the Collateral Manager Servicing Standard and to the applicable provisions of the Servicing Agreement) and shall be evidenced by an Officer's Certificate delivered promptly to the Trustee, setting forth the basis for such determination, accompanied by an appraisal, if available, or an independent broker's opinion of the value of the Underlying Mortgage Property and any information that the Collateral Manager may have obtained and that supports such determination. The Collateral Manager will be entitled to reimbursement from any subsequent payments or recoveries on each Collateral Debt Security in respect of which it makes a Cure Advance in accordance with the Priority of Payments if such reimbursement would not cause an Interest Shortfall; provided that, if at any time the Collateral Manager shall determine (subject to the applicable provisions of the Servicing Agreement) that a Cure Advance previously made is a Nonrecoverable Cure Advance, the Collateral Manager shall be entitled to reimbursements for such Nonrecoverable Cure Advance from subsequent payments or collections with respect to the Assets on any Business Day during any Interest Accrual Period prior to the related Determination Date (or on a Payment Date prior to any payment of interest on or principal of the Notes in accordance with the Priority of Payments). Notwithstanding the foregoing, the Collateral Manager will be permitted (but not obligated) to defer or otherwise structure the timing of recovery of any Nonrecoverable Cure Advance in such manner as the Collateral Manager determines is in the best interest of the Holders of the Class A Notes and the Class B Notes, as a collective whole, which may include being reimbursed for such Nonrecoverable Cure Advance in installments.

Cure Rights. During the continuance in effect of any Authorized Mortgage of this Lease, Lessor will not terminate this Lease because of any monetary default on the part of Lessee if the Authorized Mortgagee or its assigns shall cure the default, within the later of: (a) If sixty (60) days after Lessor has mailed to the IssuerAuthorized Mortgagee or its assigns at the last known address thereof a written notice of intention to terminate the interest of Lessee under this Lease for such cause, or (b) sixty (60) days after the expiration of the time period granted to Lessee under this Lease for curing such default. Further, as holder to any non-monetary default, the Authorized Mortgagee shall have one hundred eighty (180) days after receipt of such written notice from Lessor, and a Loanreasonable time after the expiration of said one hundred eighty (180) days if it shall have commenced foreclosure or other appropriate proceeding in the nature thereof within said one hundred eighty (180) day period and is diligently prosecuting the same, has the right pursuant within which to the related Underlying Instruments endeavor to cure an event of default on the Underlying Term Loan, the Collateral Manager may, in accordance with the Collateral Manager Servicing Standard and subject to the applicable provisions of the Servicing Agreement, advance from its own funds with respect to the Loan as a reimbursable Cure Advance, all such amounts as are necessary to effect the timely cure default. In case of such event undertaking, Lessor will not so terminate if the Authorized Mortgagee has commenced foreclosure proceedings or within such further time as may be required by the Authorized Mortgagee to complete foreclosure of default pursuant to the terms of the related Underlying Instruments; such Authorized Mortgage or other remedy thereunder provided that (i) such advances may only be made to the extent that the Collateral Manager reasonably believes that such Cash advance can be repaid from future payments on the related underlying commercial mortgage loan (subject to the Collateral Manager Servicing Standard remedy is pursued promptly and to the applicable provisions of the Servicing Agreement) completed with due diligence, and (ii) that the particular advance would not, if made, constitute a Nonrecoverable Cure Advance. The determination by Authorized Mortgagee has paid all Rent and other charges accruing hereunder as the Collateral Manager that it same become due and has made a Nonrecoverable Cure Advance or that any proposed Cure Advance, if made, would constitute a Nonrecoverable Cure Advance performed all the covenants of this Lease until such time as this Lease shall be made by sold upon foreclosure of the Collateral Manager Authorized Mortgage. Any default consisting of Xxxxxx’s failure promptly to discharge any lien, charge or encumbrance against the Premises junior in its reasonable, good faith judgment (subject priority to the Collateral Manager Servicing Standard and to the applicable provisions of the Servicing Agreement) and Authorized Mortgage shall be evidenced by an Officer's Certificate delivered promptly deemed to the Trustee, setting forth the basis for such determination, accompanied by an appraisal, if available, or an independent broker's opinion of the value of the Underlying Mortgage Property and any information that the Collateral Manager may have obtained and that supports such determination. The Collateral Manager will be entitled to reimbursement from any subsequent payments or recoveries on each Collateral Debt Security in respect of which it makes a Cure Advance in accordance with the Priority of Payments duly cured if such reimbursement would not cause an Interest Shortfall; provided that, if at any time the Collateral Manager shall determine (subject to the applicable provisions of the Servicing Agreement) that a Cure Advance previously made is a Nonrecoverable Cure Advance, the Collateral Manager Authorized Mortgage shall be entitled to reimbursements foreclosed by appropriate action instituted within said sixty (60) day period and thereafter prosecuted in diligent and timely manner. Ownership of Lessor’s interest and Xxxxxx’s interest by or for such Nonrecoverable Cure Advance from subsequent payments or collections with respect to the Assets on any Business Day during any Interest Accrual Period same person shall not affect the merger thereof without the prior to the related Determination Date (or on a Payment Date prior to any payment of interest on or principal of the Notes in accordance with the Priority of Payments). Notwithstanding the foregoing, the Collateral Manager will be permitted (but not obligated) to defer or otherwise structure the timing of recovery written consent of any Nonrecoverable Cure Advance in Authorized Mortgagee to such manner as the Collateral Manager determines is in the best interest of the Holders of the Class A Notes and the Class B Notes, as a collective whole, which may include being reimbursed for such Nonrecoverable Cure Advance in installmentsmerger.

Cure Rights. (a) If the Issuer, as holder of a Loan, has the right pursuant to the related Underlying Instruments to cure an event of default on the Underlying Term Loan, the Collateral Manager may, in accordance with the Collateral Manager Servicing Standard and subject to the applicable provisions of the Servicing Agreement, advance advance, to the underlying trustee to enable the underlying trust to exercise the cure right, to the extent applicable, from its own funds with respect to the Loan as a reimbursable Cure Advance, all such amounts as are necessary to effect the timely cure of such event of default pursuant to the terms of the related Underlying Instruments; provided that (i) such advances may only be made to the extent that the Collateral Manager reasonably believes that such Cash advance cash advances can be repaid from future payments on the related underlying commercial mortgage loan (subject to and in accordance with the Collateral Manager Servicing Standard and to the applicable provisions of the Servicing Agreement) and (ii) the particular advance would not, if made, constitute a Nonrecoverable Cure Advance. The In connection with any determination by the Collateral Manager that it has made a Nonrecoverable Cure Advance or that any proposed Cure Advance, if made, would constitute a Nonrecoverable Cure Advance Advance, the Collateral Manager shall be deemed to have certified to the Trustee that such determination was made by the Collateral Manager in its reasonable, reasonable good faith judgment (subject to confirmation by the Collateral Manager Servicing Standard and to the applicable provisions of the Servicing Agreement) and shall be evidenced by an Officer's Certificate delivered promptly to the Trustee, setting forth the basis for CDO Special Servicer that such determination, accompanied by an appraisal, if available, or an independent broker's opinion of the value of the Underlying Mortgage Property and any information that the Collateral Manager may have obtained and that supports such determinationCure Advance is a Nonrecoverable Cure Advance. The Collateral Manager will be entitled to reimbursement from any subsequent payments for which such Cure Advance was made or recoveries on each Collateral Debt Security Interest in respect of which it makes a Cure Advance in accordance with the Priority of Payments if such reimbursement would not cause an a Note Interest Shortfall; provided that, if at any time the Collateral Manager shall determine (in its reasonable good faith judgment subject to confirmation from the applicable provisions of the Servicing Agreement) CDO Special Servicer, that a Cure Advance previously made is a Nonrecoverable Cure Advance, the Collateral Manager shall be entitled to reimbursements for such Nonrecoverable Cure Advance from subsequent payments or collections with respect to the Assets Collateral on any Business Day during any Interest Accrual Period prior to the related Determination Date (or on a Payment Date prior to any payment of interest on or principal of the Notes in accordance with the Priority of Payments). Notwithstanding the foregoing, the Collateral Manager will be permitted (but not obligated) to defer or otherwise structure the timing of recovery of any Nonrecoverable Cure Advance in such manner as the Collateral Manager determines is in the best interest of the Holders of the Class A Notes and the Class B Notes, as a collective wholedetermines, which may include being reimbursed for such Nonrecoverable Cure Advance in installments; provided that the Collateral Manager will not be permitted to defer recovery of any Nonrecoverable Cure Advance (or any portion thereof) on any Payment Date to the extent that there are amounts available to be distributed to the Income Notes Distribution Account on such Payment Date for distribution to the Holders of the Income Notes in accordance with the Priority of Payments without regard to such deferral.

Cure Rights. (a) If the Issuer, as holder of a Loan, has the right pursuant to the related Underlying Instruments to cure an event of default on the Underlying Term Loan, the Collateral Manager may, in accordance with the Collateral Manager Servicing Standard and subject to the applicable provisions of the Servicing Agreement, advance from its own funds with respect to the Loan as a reimbursable Cure Advance, all such amounts as are necessary to effect the timely cure of such event of default pursuant to the terms of the related Underlying Instruments; provided provided, that (i) such advances may only be made (A) to the extent that the Collateral Manager reasonably believes that such Cash advance cash advances can be repaid from future payments on the related underlying commercial mortgage loan (subject to and in accordance with the Collateral Manager Servicing Standard and to (B) if the applicable provisions Collateral Manager receives written instruction from holders of at least a Majority of the Servicing Agreement) aggregate outstanding notional amount of the Preferred Shares with respect thereto, and (ii) the particular advance would not, if made, constitute a Nonrecoverable Cure Advance. The determination by the Collateral Manager that it has made a Nonrecoverable Cure Advance or that any proposed Cure Advance, if made, would constitute a Nonrecoverable Cure Advance shall be made by the Collateral Manager in its reasonable, good faith judgment (subject to in accordance with the Collateral Manager Servicing Standard and to the applicable provisions of the Servicing Agreement) and shall be evidenced by an Officer's Certificate delivered promptly to the Trustee, setting forth the basis for such determination, accompanied by an appraisal, if available, or an independent broker's opinion of the value of the Underlying Mortgage Property and any information that the Collateral Manager may have obtained and that supports such determination. The Collateral Manager will All such advances shall be entitled to reimbursement reimbursable only from any subsequent payments or recoveries on each collections from the specific Collateral Debt Security in respect of which it makes a (the "Cure Advance in accordance with the Priority of Payments if such reimbursement would not cause an Interest Shortfall; provided that, if at any time the Collateral Manager shall determine (subject to the applicable provisions of the Servicing AgreementDebt Security") that a Cure Advance previously made is a Nonrecoverable Cure Advance, the Collateral Manager shall be entitled to reimbursements for such Nonrecoverable Cure Advance from subsequent payments or collections with respect to which the Assets on any Business Day during any Interest Accrual Period prior to the related Determination Date (or on a Payment Date prior to any payment of interest on or principal of the Notes in accordance with the Priority of Payments). Notwithstanding the foregoing, the Collateral Manager will be permitted (but not obligated) to defer or otherwise structure the timing of recovery of any Nonrecoverable Cure Advance in such manner as the Collateral Manager determines is was made, in the best interest of the Holders of the Class A Notes and the Class B Notes, as a collective whole, which may include being reimbursed for such Nonrecoverable Cure Advance manner specified in installmentsSection 17.2(b).

Cure Rights. (a) If the Issuer, as holder of a Loan, has the right pursuant to the related Underlying Instruments to cure an event of default on the Underlying Term Loan, the Collateral Manager may, in accordance with the Collateral Manager Servicing Standard and subject to the applicable provisions Servicing Standard Override, exercise such cure right and direct that an advance be made by the Advancing Agent, solely out of the Servicing Agreement, advance from its own funds for such purpose, with respect to the Loan as a reimbursable Cure Advance, all such amounts as are necessary to effect the timely cure of such event of default pursuant to the terms of the related Underlying Instruments; provided that (i) such advances may only be made to the extent that the Collateral Manager reasonably believes that (i) such Cash advance cash advances can be repaid from future payments on the related underlying commercial mortgage loan (subject to and in accordance with the Collateral Manager Servicing Standard and (but subject to the applicable provisions of the Servicing AgreementStandard Override) and (ii) the particular advance would not, if made, constitute a Nonrecoverable Cure Advance. The determination by the Collateral Manager that it has made a Nonrecoverable Cure Advance or that any proposed Cure Advance, if made, would constitute a Nonrecoverable Cure Advance shall be made by the Collateral Manager in its reasonable, good faith judgment (subject to in accordance with the Collateral Manager Servicing Standard and (but subject to the applicable provisions of the Servicing AgreementStandard Override) and shall be evidenced by an Officer's ’s Certificate delivered promptly to the Trustee, setting forth the basis for such determination, accompanied by an appraisal, if available, or an independent Independent broker's ’s opinion of the value of the Underlying Mortgage Property and any information that the Collateral Manager may have obtained and that supports such determination. The Collateral Manager Advancing Agent will be entitled to reimbursement from any subsequent payments or recoveries on each Collateral Debt Security in respect of which it makes a Cure Advance in accordance with the Priority of Payments if such reimbursement would not cause an Interest Shortfall; provided that, if at any time the Collateral Manager shall determine (subject to the applicable provisions of limitations set forth in this Indenture and the Servicing Collateral Management Agreement) that a Cure Advance previously made is a Nonrecoverable Cure Advance, the Collateral Manager Advancing Agent shall be entitled to reimbursements for such Nonrecoverable Cure Advance from subsequent payments or collections with respect to the Assets on any Business Day during any Interest Accrual Period prior to the related Determination Date (or on a Payment Date prior to any payment of interest on or principal of the Notes in accordance with the Priority of Payments). Notwithstanding the foregoing, the Collateral Manager Advancing Agent will be permitted (but not obligated) to defer or otherwise structure the timing of recovery of any Nonrecoverable Cure Advance in such manner as the Collateral Manager determines is in the best interest of the Holders of the Class A Notes and the Class B Notes, as a collective whole, which may include being reimbursed for such Nonrecoverable Cure Advance in installments. The Trustee will not serve as Back-Up Advancing Agent with respect to Cure Advances.

Cure Rights. (a) If the Issuer, as holder of a Loan, has the right pursuant to the related Underlying Instruments to cure an event of default on the Underlying Term Loan, the Collateral Manager may, in accordance with the Collateral Manager Servicing Standard and subject to the applicable provisions of the Servicing Agreement, advance from its own funds with respect to the Loan as a reimbursable Cure Advance, all such amounts as are necessary to effect the timely cure of such event of default pursuant to the terms of the related Underlying Instruments; provided that (i) such advances may only be made (A) to the extent that the Collateral Manager reasonably believes that such Cash advance cash advances can be repaid from future payments on the related underlying commercial mortgage loan and in accordance with the Collateral Manager’s Servicing Standard and (subject to B) if the Collateral Manager Servicing Standard and to the applicable provisions receives written instruction from holders of at least a Majority of the Servicing Agreement) aggregate outstanding notional amount of the Preferred Shares with respect thereto, and (ii) the particular advance would not, if made, constitute a Nonrecoverable Cure Advance. The determination by the Collateral Manager that it has made a Nonrecoverable Cure Advance or that any proposed Cure Advance, if made, would constitute a Nonrecoverable Cure Advance shall be made by the Collateral Manager in its reasonable, reasonable good faith judgment (subject to in accordance with the Collateral Manager Servicing Standard and to the applicable provisions of the Servicing Agreement) and shall be evidenced by an Officer's ’s Certificate delivered promptly to the Trustee, setting forth the basis for such determination, accompanied by an appraisal, if available, or an independent broker's ’s opinion of the value of the Underlying Mortgage Mortgaged Property and any information that the Collateral Manager may have obtained and that supports such determination. The Collateral Manager will be entitled to reimbursement from any subsequent payments or recoveries on each Collateral Debt Security in respect of which it makes a Cure Advance in accordance with the Priority of Payments if such reimbursement would not cause an Interest Shortfall; provided that, if at any 255 time the Collateral Manager shall determine (subject to in its sole discretion, exercised in good faith and in accordance with the applicable provisions of the Collateral Manager Servicing Agreement) Standard, that a Cure Advance previously made is a Nonrecoverable Cure Advance, the Collateral Manager shall be entitled to reimbursements for such Nonrecoverable Cure Advance from subsequent payments or collections with respect to the Assets on any Business Day during any Interest Accrual Period prior to the related Determination Date (or on a Payment Date prior to any payment of interest on or principal of the Notes in accordance with the Priority of Payments). Notwithstanding the foregoing, the Collateral Manager will be permitted (but not obligated) to defer or otherwise structure the timing of recovery of any Nonrecoverable Cure Advance in such manner as the Collateral Manager determines (subject to the applicable provisions of the Asset Servicing Agreement) is in the best interest of the Holders of the Class A Notes and the Class B Notes, Noteholders as a collective whole, which may include being reimbursed for such Nonrecoverable Cure Advance in installments; provided that the Collateral Manager will not be permitted to defer recovery of any Nonrecoverable Cure Advance (or any portion thereof) on any Payment Date to the extent that there are amounts available to be distributed to the Preferred Shares Paying Agent for deposit into the Preferred Shares Distribution Account on such Payment Date for distribution to the holders of the Preferred Shares in accordance with the Priority of Payments without regard to such deferral. For the avoidance of doubt, the Collateral Manager may terminate any such deferment at any time.

Cure Rights. (a) If the Issuer, as holder of a Loan, has the right pursuant to the related Underlying Instruments to cure an event of default on the Underlying Term Loan, the Collateral Manager may, in accordance with the Collateral Manager Servicing Standard and subject to the applicable provisions of the Servicing Agreement, advance from its own funds with respect to the Loan as a reimbursable Cure Advance, all such amounts as are necessary to effect the timely cure of such event of default pursuant to the terms of the related Underlying Instruments; provided that (i) such advances may only be made (A) to the extent that the Collateral Manager reasonably believes that such Cash advance cash advances can be repaid from future payments on the related underlying commercial mortgage loan and in accordance with the Collateral Manager’s Servicing Standard (subject to override by the CLO Servicer pursuant to Section 1.5) and (B) if the Collateral Manager Servicing Standard and to receives written instruction from the applicable provisions of the Servicing Agreement) Certificateholder with respect thereto, and (ii) the particular advance would not, if made, constitute a Nonrecoverable Cure Advance. The determination by the Collateral Manager that it has made a Nonrecoverable Cure Advance or that any proposed Cure Advance, if made, would constitute a Nonrecoverable Cure Advance shall be made by the Collateral Manager in its reasonable, reasonable good faith judgment (subject to in accordance with the Collateral Manager Servicing Standard and to the applicable provisions of the Servicing Agreement) and shall be evidenced by an Officer's ’s Certificate delivered promptly to the Trustee, setting forth the basis for such determination, accompanied by an appraisal, if available, or an independent broker's ’s opinion of the value of the Underlying Mortgage Property and any information that the Collateral Manager may have obtained and that supports such determination. The Collateral Manager will be entitled to reimbursement in respect of each Cure Advance from any subsequent payments or recoveries on each Collateral Debt Security Obligation in respect of which it makes a such Cure Advance was made in accordance with the Priority of Payments if such reimbursement would not cause an Interest Shortfall; provided that, if at any time the Collateral Manager shall determine in its sole discretion (subject to override by the applicable provisions of CLO Servicer as provided in Section 1.5 herein), exercised in good faith and in accordance with the Collateral Manager Servicing Agreement) Standard, that a Cure Advance previously made is a Nonrecoverable Cure Advance, the Collateral Manager shall be entitled to reimbursements for such Nonrecoverable Cure Advance from subsequent payments or collections with respect to the Assets on any Business Day during any Interest Accrual Period prior to the related Determination Date (or on a Payment Date prior to any payment of interest on or principal of the Notes in accordance with the Priority of Payments), first, from Interest Proceeds and, second (to the extent that there are insufficient Interest Proceeds for such reimbursement), from Principal Proceeds. Notwithstanding the foregoing, the Collateral Manager will be permitted (but not obligated) to defer or otherwise structure the timing of recovery of any Nonrecoverable Cure Advance in such manner as the Collateral Manager determines is in the best interest of the Holders of the Class A Notes and the Class B Notes, Noteholders as a collective whole, which may include being reimbursed for such Nonrecoverable Cure Advance in installments; provided that the Collateral Manager will not be permitted to defer recovery of any Nonrecoverable Cure Advance (or any portion thereof) on any Payment Date to the extent that there are amounts available to be distributed to the Owner Trustee for deposit into the Certificate Distribution Account on such Payment Date for distribution to the Certificateholder in accordance with the Priority of Payments without regard to such deferral.

Cure Rights. (a) If the Issuer, as holder of a LoanMortgage Loan Interest, Mezzanine Loan Interest or Subordinate Mortgage Loan Interest, has the right pursuant to the related Underlying Instruments to cure an event of default on a Commercial Mortgage Loan or Mezzanine Loan, then, upon written instruction from holders of at least a Majority of the Underlying Term LoanPreferred Shares, the Collateral Manager mayis permitted, in accordance with the Collateral Manager Servicing Standard to exercise such cure right and subject to the applicable provisions of the Servicing Agreement, advance from its own funds with respect to the Loan as a reimbursable cure advance (each, a “Cure Advance”) solely out of funds received from a Majority of the Preferred Shareholders for such purpose, all such amounts as are necessary to effect the timely cure of such event of default pursuant to the terms of the related Underlying Instruments; provided that (iA) such advances may only be made to the extent that the Collateral Manager reasonably believes that such Cash cash advance can be repaid from future payments on the related underlying commercial mortgage loan (subject to the Collateral Manager Servicing Standard and to the applicable provisions of the Servicing Agreement) and (ii) the particular advance would not, if made, constitute is not a Nonrecoverable Cure Advance, and (B) such advances in all cases shall be subject to a Servicer Override. The determination by the Collateral Manager that it has made a Nonrecoverable Cure Advance or that any proposed Cure Advance, if made, would constitute a Nonrecoverable Cure Advance shall be made by the Collateral Manager in its reasonable, reasonable good faith judgment (subject to in accordance with the Collateral Manager Servicing Standard and to the applicable provisions of the Servicing Agreement) and shall be evidenced by an Officer's ’s Certificate delivered promptly to the Trustee, setting forth the basis for such determination, determination and accompanied by an appraisal, if available, or an independent broker's opinion of the value of the Underlying Mortgage Property and any information that the Collateral Manager may have obtained and that supports such determinationdetermination and shall be further subject to a Servicer Override. The Collateral Manager Preferred Shareholder who advanced the funds for such Cure Advances will be entitled to reimbursement from any subsequent payments or recoveries on each Collateral Debt Security Instrument in respect of which it makes a Cure Advance in accordance with the Priority of Payments if such reimbursement would not cause an Interest ShortfallPayments; provided that, if at any time the Collateral Manager shall determine (determines in its sole discretion, exercised in good faith and in accordance with the Collateral Manager Servicing Standard and subject to the applicable provisions of the Servicing Agreement) a Servicer Override, that a Cure Advance previously made is a Nonrecoverable Cure Advance, the Collateral Manager such Preferred Shareholders shall be entitled to reimbursements for such Nonrecoverable Cure Advance from subsequent payments or collections with respect to all of the Assets Collateral on any Business Day during any Interest Accrual Period prior to the related Determination Date (or on a Payment Date prior to any payment Date, which reimbursement shall be treated as first, having been made out of interest on or principal of the Notes in accordance with the Priority of Payments)Interest Proceeds, and, then, if Interest Proceeds are insufficient, from Principal Proceeds. Notwithstanding the foregoing, the Collateral Manager will be permitted (but not obligated) to defer or otherwise structure the timing of recovery of any Nonrecoverable Cure Advance in such manner as the Collateral Manager determines is in the best interest of the Holders of the Class A Notes and the Class B Notes, Noteholders as a collective whole, which may include being reimbursed for such Nonrecoverable Cure Advance in installments; provided that the Collateral Manager will not be permitted to defer recovery of any Nonrecoverable Cure Advance (or any portion thereof) on any Payment Date to the extent that there are amounts available to be distributed to the Preferred Shares Paying Agent for deposit into the Preferred Shares Distribution Account on such Payment Date for distribution to the holders of the Preferred Shares in accordance with the Priority of Payments without regard to such deferral.

Cure Rights. (a) If the Issuer, as holder of a Loan, has the right pursuant to the related Underlying Instruments to cure an event of default on the Underlying Term Loan, the Collateral Manager may, in accordance with the Collateral Manager Servicing Standard and subject to the applicable provisions of the Servicing Agreement, advance from its own funds with respect to the Loan as a reimbursable Cure Advance, all such amounts as are necessary to effect the timely cure of such event of default pursuant to the terms of the related Underlying Instruments; provided that (i) such advances may only be made (A) to the extent that the Collateral Manager reasonably believes that such Cash advance cash advances can be repaid from future payments on the related underlying commercial mortgage loan and in accordance with the Collateral Manager’s Servicing Standard and (subject to B) if the Collateral Manager Servicing Standard and to the applicable provisions receives written instruction from holders of at least a Majority of the Servicing Agreement) aggregate outstanding Notional Amount of the Preferred Shares with respect thereto, and (ii) the particular advance would not, if made, constitute a Nonrecoverable Cure Advance. The determination by the Collateral Manager that it has made a Nonrecoverable Cure Advance or that any proposed Cure Advance, if made, would constitute a Nonrecoverable Cure Advance shall be made by the Collateral Manager in its reasonable, reasonable good faith judgment (subject to in accordance with the Collateral Manager Servicing Standard and to the applicable provisions of the Servicing Agreement) and shall be evidenced by an Officer's ’s Certificate delivered promptly to the Trustee, setting forth the basis for such determination, accompanied by an appraisal, if available, or an independent Independent broker's ’s opinion of the value of the Underlying Mortgage Mortgaged Property and any information that the Collateral Manager may have obtained and that supports such determination. The Collateral Manager will be entitled to reimbursement from any subsequent payments or recoveries on each Collateral Debt Security in respect of which it makes a Cure Advance in accordance with the Priority of Payments if such reimbursement would not cause an Interest Shortfall; provided that, if at any time the Collateral Manager shall determine (subject to in its sole discretion, exercised in good faith and in accordance with the applicable provisions of the Collateral Manager Servicing Agreement) Standard, that a Cure Advance previously made is a Nonrecoverable Cure Advance, the Collateral Manager shall be entitled to reimbursements for such Nonrecoverable Cure Advance from subsequent payments or collections with respect to the Assets on any Business Day during any Interest Accrual Period prior to the related Determination Date (or on a Payment Date prior to any payment of interest on or principal of the Notes in accordance with the Priority of Payments). Notwithstanding the foregoing, the Collateral Manager will be permitted (but not obligated) to defer or otherwise structure the timing of recovery of any Nonrecoverable Cure Advance in such manner as the Collateral Manager determines (subject to the applicable provisions of the Asset Servicing Agreement) is in the best interest of the Holders of the Class A Notes and the Class B Notes, Noteholders as a collective whole, which may include being reimbursed for such Nonrecoverable Cure Advance in installments; provided that the Collateral Manager will not be permitted to defer recovery of any Nonrecoverable Cure Advance (or any portion thereof) on any Payment Date to the extent that there are amounts available to be distributed to the Preferred Shares Paying Agent for deposit into the Preferred Shares Distribution Account on such Payment Date for distribution to the holders of the Preferred Shares in accordance with the Priority of Payments without regard to such deferral. For the avoidance of doubt, the Collateral Manager may terminate any such deferment at any time.

Cure Rights. (a) If the Issuer, as holder of a Loan, has the right pursuant to the related Underlying Instruments to cure an event of default on the Underlying Term Loan, the Collateral Manager may, in accordance with the Collateral Manager Servicing Standard and subject to the applicable provisions of the Servicing Agreement, advance from its own funds with respect to the Loan as a reimbursable Cure Advance, all such amounts as are necessary to effect the timely cure of such event of default pursuant to the terms of the related Underlying Instruments; provided that (i) such advances may only be made (A) to the extent that the Collateral Manager reasonably believes that such Cash advance cash advances can be repaid from future payments on the related underlying commercial mortgage loan and in accordance with the Collateral Manager’s Servicing Standard and (subject to B) if the Collateral Manager Servicing Standard and to the applicable provisions receives written instruction from holders of at least a Majority of the Servicing Agreement) aggregate outstanding notional amount of the Preferred Shares with respect thereto, and (ii) the particular advance would not, if made, constitute a Nonrecoverable Cure Advance. The determination by the Collateral Manager that it has made a Nonrecoverable Cure Advance or that any proposed Cure Advance, if made, would constitute a Nonrecoverable Cure Advance shall be made by the Collateral Manager in its reasonable, reasonable good faith judgment (subject to in accordance with the Collateral Manager Servicing Standard and to the applicable provisions of the Servicing Agreement) and shall be evidenced by an Officer's ’s Certificate delivered promptly to the Trustee, setting forth the basis for such determination, accompanied by an appraisal, if available, or an independent broker's ’s opinion of the value of the Underlying Mortgage Property and any information that the Collateral Manager may have obtained and that supports such determination. The Collateral Manager will be entitled to reimbursement from any subsequent payments or recoveries on each Collateral Debt Security in respect of which it makes a Cure Advance in accordance with the Priority of Payments if such reimbursement would not cause an Interest Shortfall; provided that, if at any time the Collateral Manager shall determine (subject to in its sole discretion, exercised in good faith and in accordance with the applicable provisions of the Collateral Manager Servicing Agreement) Standard, that a Cure Advance previously made is a Nonrecoverable Cure Advance, the Collateral Manager shall be entitled to reimbursements for such Nonrecoverable Cure Advance from subsequent payments or collections with respect to the Assets on any Business Day during any Interest Accrual Period prior to the related Determination Date (or on a Payment Date prior to any payment of interest on or principal of the Notes in accordance with the Priority of Payments). Notwithstanding the foregoing, the Collateral Manager will be permitted (but not obligated) to defer or otherwise structure the timing of recovery of any Nonrecoverable Cure Advance in such manner as the Collateral Manager determines is in the best interest of the Holders of the Class A Notes and the Class B Notes, Noteholders as a collective whole, which may include being reimbursed for such Nonrecoverable Cure Advance in installments; provided that the Collateral Manager will not be permitted to defer recovery of any Nonrecoverable Cure Advance (or any portion thereof) on any Payment Date to the extent that there are amounts available to be distributed to the Preferred Shares Paying Agent for deposit into the Preferred Shares Distribution Account on such Payment Date for distribution to the holders of the Preferred Shares in accordance with the Priority of Payments without regard to such deferral.