Common use of Release of Initial Member and Others Clause in Contracts

Release of Initial Member and Others. The Servicer hereby releases and discharges each Prior Servicer from any and all claims (including any counterclaim or defensive claim), demands, causes of action, judgments or legal proceedings and remedies of whatever kind or nature that the Servicer had, has or might have in the future, whether known or unknown, which are related in any manner whatsoever to the servicing of the Loans or Underlying Collateral prior to the applicable Servicing Transfer Date by the Prior Servicers, in each case other than for acts or omissions constituting gross negligence, violation of law or willful misconduct of such Prior Servicer. EXHIBIT A LOAN SCHEDULE OMITTED EXHIBIT B ELECTRONIC TRACKING AGREEMENT [NOT APPLICABLE] SCHEDULE 1 LIST OF VARIOUS FAILED FINANCIAL INSTITUTIONS Bank Name City State Fund Closing Date Columbian Bank and Trust Xxxxxx XX 00000 August 22, 2008 Integrity Bank Xxxxxxxxxx XX 00000 August 29, 0000 Xxxxxx Xxxxx Xxxx Xxxxxxxxx XX 10013 September 5, 0000 Xxxxx Xxxx xxx Xxxxx Xxxxxxxxxx XX 00000 October 24, 0000 Xxxxxxx Xxxx Xxxxxxxxx XX 00000 October 31, 0000 Xxxxxxxx Xxxxxxx Xxxx Xxx Xxxxxxx XX 00000 November 7, 2008 Franklin Bank, SSB Xxxxxxx XX 00000 November 7, 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxxxx XX 00000 November 21, 0000 Xxxxx Xxxxxxx Xxxxxxxxx Xxxx Xxxxxxx XX 10025 December 5, 0000 Xxxxxxxxx Xxxxx Bank Xxxxxxxxx TX 10026 December 12, 0000 Xxxxx Xxxxx Xxxx Xxxxxx XX 00000 December 12, 0000 Xxxx xx Xxxxx Xxxxxx Vancouver WA 10029 January 16, 0000 0xx Xxxxxxxxxx Xxxx Xxxxxxxx XX 00000 January 23, 0000 XxxxxxXxxx Xxxx Xxxx Xxxx XX 00000 January 30, 0000 Xxxxx Xxxxxxxx Xxxx Xxxxx XX 00000 January 30, 2009 FirstBank Financial Services XxXxxxxxx XX 00000 February 6, 0000 Xxxxxxxx Xxxx xxx Xxxxx Xxxxxxxxxx XX 00000 February 13, 2009 Riverside Bank of the Xxxx Xxxxx Xxxx Xxxxx XX 00000 February 13, 0000 Xxxxxx Xxxxx Xxxx Xxxxxxxxx XX 00000 February 20, 2009 Security Savings Bank Xxxxxxxxx XX 00000 February 27, 0000 XxxxxXxxx Xxxx Xxxxxxxxxxx XX 00000 March 20, 0000 Xxxx Xxxxxxxx Xxxx Xxxxxxx XX 00000 March 27, 0000 Xxxxxxxxx Xxxx Xxxxxxx XX 00000 July 31, 2009 Multibank Structured Transaction 2009-1 CRE Servicing Agreement 60866258_8.DOC SCHEDULE 2 FEE SCHEDULE OMITTED SCHEDULE 2 Multibank Structured Transaction 2009-1 CRE Servicing Agreement 60866258_8 SCHEDULE 3 SERVICING OBLIGATIONS Going forward, Servicer covenants that, in addition to the matters provided for in the Servicing Agreement, it will do the following, unless otherwise provided herein or otherwise designated by Manager (if Special Servicing is designated for a Loan(s) by Manager, then Servicer will perform all of the following items A through N as applicable for the Loan(s) so designated; if only Primary Servicing or Asset Preservation is designated for a Loan(s) by Manager, then all of the following items A through N as applicable will be performed by Servicer (other than A, C, D(ii), F, H(ii) and L).

Release of Initial Member and Others. The Servicer hereby releases and discharges each Prior Servicer from any and all claims (including any counterclaim or defensive claim), demands, causes of action, judgments or legal proceedings and remedies of whatever kind or nature that the Servicer had, has or might have in the future, whether known or unknown, which are related in any manner whatsoever to the servicing of the Loans or Underlying Collateral prior to the applicable Servicing Transfer Date by the Prior Servicers, in each case other than for acts or omissions constituting gross negligence, violation of law or willful misconduct of such Prior Servicer. EXHIBIT A LOAN SCHEDULE OMITTED EXHIBIT B ELECTRONIC TRACKING AGREEMENT [NOT APPLICABLE] SCHEDULE 1 LIST OF VARIOUS FAILED FINANCIAL INSTITUTIONS COMMERCIAL ADC Bank Name City State Fund Closing Date Columbian Bank and Trust Xxxxxx XX 00000 August 22, 2008 Integrity Bank Xxxxxxxxxx XX 00000 August 29, 0000 Xxxxxx Xxxxx Xxxx Xxxxxxxxx XX 10013 September 5, 0000 Xxxxx Xxxx xxx Xxxxx Xxxxxxxxxx XX 00000 October 24, 0000 Xxxxxxx Xxxx Xxxxxxxxx XX 00000 October 31, 0000 Xxxxxxxx Xxxxxxx Xxxx 2008 Security Pacific Bank Xxx Xxxxxxx XX 00000 November 7. 0000 Xxxxxxxx Xxxx, 2008 Franklin Bank, SSB XXX Xxxxxxx XX 00000 November 7, 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxxxx XX 00000 November 21, 0000 Xxxxx Xxxxxxx Xxxxxxxxx Xxxx Xxxxxxx XX 10025 December 5, 0000 Xxxxxxxxx Xxxxx Bank Xxxxxxxxx TX 10026 December 12, 0000 Xxxxx Xxxxx Xxxx Xxxxxx XX 00000 December 12, 0000 Xxxx xx Xxxxx Xxxxxx Vancouver WA 10029 January 16, 0000 0xx Xxxxxxxxxx Xxxx Xxxxxxxx XX 00000 January 23, 0000 XxxxxxXxxx Xxxx Xxxx Xxxx XX 00000 January 30, 0000 Xxxxx Xxxxxxxx Xxxx Xxxxx XX 00000 January 30, 2009 FirstBank Financial Services XxXxxxxxx XX 00000 February 6, 0000 Xxxxxxxx Xxxx xxx Xxxxx Xxxxxxxxxx XX 00000 February 13, 2009 Riverside Bank of the Xxxx Xxxxx Xxxx Xxxxx XX 00000 February 13, 0000 Xxxxxx Xxxxx Xxxx Xxxxxxxxx XX 00000 February 20, 2009 Security Savings Bank Xxxxxxxxx XX 00000 February 27, 0000 XxxxxXxxx Xxxx Xxxxxxxxxxx XX 00000 March 20, 0000 Xxxx Xxxxxxxx Xxxx Xxxxxxx XX 00000 March 27, 0000 Xxxxxxxxx Xxxx Xxxxxxx XX 00000 July 31, 2009 Multibank Structured Transaction 2009-1 CRE Servicing Agreement 60866258_8.DOC SCHEDULE 2 FEE SCHEDULE OMITTED SCHEDULE 2 Multibank Structured Transaction 2009-1 CRE Servicing Agreement 60866258_8 SCHEDULE 3 SERVICING OBLIGATIONS Going forwardServicer will perform all duties related to the maintenance of all Loans on Servicer's loan servicing systems and will perform the servicing responsibilities specifically set forth below, Servicer covenants in accordance with the Servicing Standards and subject to a more detailed responsibility matrix to be agreed upon in writing by Manager and Servicer: • Boarding of all Loans on loan servicing systems including all data (subject to such data being made available to Servicer) necessary to: o properly calculate principal and interest payments and all other amounts due and payable under the Loan Documents and invoice non-delinquent Borrowers for payment on a monthly basis from and after the relevant Servicing Transfer Date(s). o determine the balance of amounts posted to Borrower escrow accounts as transferred from the Interim Servicers. • Record changes in principal and other outstanding balances as necessary to reflect additional Funding Advances, capitalization of advances for Borrower expenses, as permitted under the Loan Documents, modifications of amounts due pursuant to executed legal documents, partial payments or pre-payments and/or other changes or corrections as directed from time-to-time by written authorization from the Manager. • Maintain records on loan system(s) of all known Underlying Collateral that is security for the Loans being serviced. • Ensure that, within sixty (60) days of the date on which a Loan is boarded, all Uniform Commercial Code (UCC) filings required to maintain perfection in addition any Underlying Collateral are properly maintained. • Post payments received from Borrowers to their Loan record and apply them to outstanding balances according to the matters provided priority as set forth in the Loan Documents and in conjunction with a posting waterfall based on account delinquency as mutually agreed by Manager and Servicer. • Remit by wire transfer all Loan related non-escrow cash collections over to the Collection Account maintained by the Custodian within 2 Business Days of acceptance. • Establish escrow accounts for all Loans, the funds of which are to be disbursed, with respect to delinquent or non-performing Loans, as directed by Manager. • For non-delinquent escrowed Loans, maintain Borrower escrow accounts in sufficient amounts as deemed necessary for the payment of insurances, taxes and other amounts as required for purposes of the escrow accounts as established, including making the appropriate disbursements timely and the performance of escrow analysis to determine the timing and amount to be paid by Borrowers into the escrow accounts for prompt payment of such amounts when due. • Monitoring the maintenance of required insurances by the Borrower on any Underlying Collateral and cause to be put into place any hazard insurance that the Borrower does not have in place in sufficient amounts as required by the Loan Documents or as deemed necessary based on what is customary for the area in which the Underlying Collateral is located. • Substituting each of the Manager and the Company as a loss-payee on all Loan related insurance on the Underlying Collateral. • Obtain tax contracts on all assets (at Manager’s expense) as instructed by Manager • For Loans with tax contracts, monitor the payment of real estate taxes on all Loans and ensure prompt payment of amounts due whether paid from Borrower escrow funds or as a property protection advance. • Make timely payments for any other expense to be paid on behalf of a Borrower on any Underlying Collateral deemed a property protection advance, subject to a Manager approval process to be established by mutual agreement of the Manager and the Servicer. • Tracking on a Loan level all such expenses and disbursements made for future billing or recovery from Borrower. • Produce tax forms and send to Borrowers as required by the IRS. • Prepare in connection with Manager and send to Borrower, correspondence for the following: o Goodbye/hello letters regarding transfer of ownership and servicing o Monthly payment invoicing on non-delinquent accounts o Escrow analysis on escrowed Loans o Payoff/estoppel letters o Other standard correspondence as required to meet the Servicer obligations in this Schedule 3, as requested by Manager • Provide Loan level reporting monthly, annually and at such other times and in such form and manner as reasonably requested from time to time by Manager (in electronic as well as hard copy to the extent practical) including but not limited to: o Monthly electronic report on the Loans detailing collections, disbursements, funding advances, payoffs, modifications, write-offs and transfers of Loans to real estate owned and such other information readily available as shall be requested by the Manager. o Loan trial balance as of the end of each month providing outstanding balances for all amounts due from Borrowers including a detail of all cash transactions and other account adjustments that occurred for each Borrower during the month. • Provide inquiry access at all times by Servicer to loan servicing system(s) or equivalent for Loan and Underlying Collateral information maintained thereon. • Maintain and register such Loans on the MERS System as are required to be so maintained and registered. • Provide dedicated inbound toll-free number for Borrower inquiries and contact • Route inbound calls to the appropriate asset manager of Manager or as otherwise instructed by Manager • Provide Manager access to, and training with respect to, loan servicing, asset management and document management system(s) and, to the extent required, providing licenses to Manager related thereto. • Mutually develop process to deliver hard copy or imaged servicing files to asset managers of Manager at remote offices, or as otherwise instructed by Manager. • Manage trailing documents and capture into the imaged or hard copy servicing files • Manage all inbound tax and insurance correspondence Servicer will perform the following function as requested by Manager upon mutual agreement of fees: • Recalculate the principal balance, accrued interest, default interest, late fees and all other amounts shown as outstanding as of the Cut-Off Date based on the Loan Documents and the re-application of historical payments made by the Borrowers to date. Servicer will perform such other services and/or functions and prepare such other documentation as may be requested by Manager and accepted by Servicer and upon mutual agreement of fees for such services, which when agreed upon will be added to Schedule 2. Notwithstanding anything in the Servicing Agreement to the contrary, the Servicer will only be performing the services and taking the actions specifically set forth on this Schedule 3 and such other services and/or actions as shall be agreed upon in accordance with the preceding paragraph and any references in the Servicing Agreement to other services or reporting requirements with respect to such services shall not be applicable to Servicer. In the event of a conflict between the provisions of this Schedule 3 and the Servicing Agreement, it the limitations and restrictions set forth in this Schedule 3 shall prevail. Servicer shall have no obligation to advance any funds to pay for any expenses or obligations of any Borrower, the Company or the Manager or to pay for any Servicing Expenses, including, without limitation, any Servicer Advances, or Funding Draws. Any and all such draws, advances and expenses will do only be incurred at such time as Manager has provided the followingfunds to incur such expenses and/or to make such advances, unless otherwise provided herein or otherwise designated as otherwise, and in a manner, mutually agreed to by Manager (if Special Servicing is designated for a Loan(s) by Manager, then Servicer will perform all and Servicer. For the purposes of the following items A through N services set forth on this Schedule 3, the defined term Servicing Standards and the standard of care to be used by the Servicer in connection with Loans and/or REO Properties shall be as applicable for defined in the Loan(s) so designated; if only Primary Servicing or Asset Preservation is designated for a Loan(s) by Manager, then all Agreement without reference to the Ancillary Documents and the LLC Operating Agreement and the servicing requirements set forth therein. To the extent that the consent of the following items A through N as applicable will Manager is required in connection with the services to be performed by Servicer under this Schedule 3, it shall be given or withheld in accordance with the Servicing Standard for the Manager as defined in the LLC Operating Agreement. For purposes of clarification of Section 2.5, the Servicer shall not be deemed to have received a loan payment for deposit into the Collection Account until it has accepted such payment which Servicer shall do only if it reasonably determines that the loan payment was properly made without condition or settlement endorsement and meets all payment acceptance conditions mutually agreed upon by Manager and Servicer. The Manager agrees to indemnify and hold the Servicer and its Affiliates, principals, officers, directors, trustees, representatives, employees, agents and any Subservicers, as and to the extent permitted under the Servicing Agreement (other than Aeach a “Servicer Indemnitee” and collectively the “Servicer Indemnitees”) harmless from and against any and all claims, Closses, D(ii)costs and damages that any Servicer Indemnitee may incur or suffer in connection with (i) the Manager’s material breach or failure to act in accordance with the terms of the Servicing Agreement, F(ii) specific actions or inactions of the Servicer Indemnitee at the Manager’s express direction, H(ii(iii) the performance by the Servicer of its duties to the extent such performance is in compliance with the Servicing Agreement and L)this Schedule 3 and (iv) claims raised after the Termination of the Servicer that do not relate to Servicer Indemnitee’s acts or failure to act.

Release of Initial Member and Others. The Servicer hereby releases and discharges each Prior Servicer from any and all claims (including any counterclaim or defensive claim), demands, causes of action, judgments or legal proceedings and remedies of whatever kind or nature that the Servicer had, has or might have in the future, whether known or unknown, which are related in any manner whatsoever to the servicing of the Loans or Underlying Collateral prior to the applicable Servicing Transfer Date by the Prior Servicers, in each case other than for acts or omissions constituting gross negligence, violation of law or willful misconduct of such Prior Servicer. EXHIBIT A LOAN SCHEDULE OMITTED [Attached] A-1 EXHIBIT B ELECTRONIC TRACKING AGREEMENT [NOT APPLICABLE] Not applicable. SCHEDULE 1 LIST OF VARIOUS FAILED FINANCIAL INSTITUTIONS Bank Name City State Fund Closing Date Columbian Bank and Trust Xxxxxx XX 00000 August 22, 2008 Integrity Bank Xxxxxxxxxx XX 00000 August 29, 0000 Xxxxxx Silver Xxxxx Xxxx Xxxxxxxxx XX 10013 September 5, 0000 Xxxxx Xxxx xxx Xxxxx Xxxxxxxxxx XX 00000 October 24, 0000 Xxxxxxx Xxxx Xxxxxxxxx XX 00000 October 31, 0000 Xxxxxxxx Xxxxxxx Xxxx Xxx Xxxxxxx XX 00000 November 7, 2008 Franklin Bank, SSB Xxxxxxx XX 00000 November 7, 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxxxx XX 00000 November 21, 0000 Xxxxx Xxxxxxx Xxxxxxxxx Xxxx Xxxxxxx XX 10025 December 5, 0000 Xxxxxxxxx Xxxxx Bank Xxxxxxxxx TX 10026 December 12, 0000 Xxxxx Xxxxx Xxxx Xxxxxx XX 00000 December 12, 0000 Xxxx xx Xxxxx Xxxxxx Vancouver WA 10029 January 16, 0000 0xx Xxxxxxxxxx Xxxx Xxxxxxxx XX 00000 January 23, 0000 XxxxxxXxxx Xxxx Xxxx Xxxx XX 00000 January 30, 0000 Xxxxx Xxxxxxxx Xxxx Xxxxx XX 00000 January 30, 2009 FirstBank Financial Services XxXxxxxxx XX 00000 February 6, 0000 Xxxxxxxx Xxxx xxx Xxxxx Xxxxxxxxxx XX 00000 February 13, 2009 Riverside Bank of the Xxxx Xxxxx Xxxx Xxxxx XX 00000 February 13, 0000 Xxxxxx Xxxxx Xxxx Xxxxxxxxx XX 00000 February 20, 2009 Security Savings Bank Xxxxxxxxx XX 00000 February 27, 0000 XxxxxXxxx Xxxx Xxxxxxxxxxx XX 00000 March 20, 0000 Xxxx Xxxxxxxx Xxxx Xxxxxxx XX 00000 March 27, 0000 Xxx Xxxxxxxx Xxxx Xxxxxxx XX 00000 April 10, 0000 Xxxxxxxx Xxxxxxxx Xxxx Xxxxxxxx XX 00000 April 24, 0000 Xxxxx Xxxx xx Xxxxxxx Xxxxx Calabasas CA 10054 April 24, 0000 Xxxxx Xxxx xx Xxxxx Xxxxxxx XX 10055 April 24, 0000 Xxxxxxxx Xxxxxxxx Xxxx Xxxxxxxxxx Xxxxx XX 00000 April 24, 0000 Xxxxxxx Xxxx Xxxx Xxxxxx XX 00000 May 1, 0000 Xxxxxxxx Xxxxxxxxx Xxxx Xxxxxxxxx XX 00000 May 1, 0000 Xxxxxxxxx Xxxx Xxxxxxx XX 00000 May 1, 0000 Xxxxxxxxx Xxxx Xxxxxxxxx XX 00000 May 8, 0000 Xxxx xx Xxxxxxxxxxx Xxxxxxxxxxx XX 00000 June 5, 0000 Xxxxxxxxx Xxxx xx Xxxx Xxxxxxx Xxxxx Rica GA 10068 June 26, 0000 Xxxxxxxxx Xxxx Xxxxxxx XX 00000 July 31, 0000 Xxxxxxxxx Xxxx xx Xxxxxx Xxx Xxxxx XX 00000 August 14, 0000 Xxxxxxxxx Xxxx xx Xxxxxxx Xxxxxxx XX 00000 August 14, 0000 Xxxxx Xxxx Xxxxxxxx XX 00000 August 14, 0000 Xxxxx Xxxx Xxxxxxx XX 00000 September 11, 2009 Multibank Structured Transaction 2009-1 CRE Servicing Agreement 60866258_8.DOC SCHEDULE 2 FEE SCHEDULE OMITTED SCHEDULE 2 Multibank Structured Transaction 2009-1 CRE Servicing Agreement 60866258_8 [To be provided by Servicer and Manager] SCHEDULE 3 SERVICING OBLIGATIONS Going forward[To be provided by Servicer and Manager] SCHEDULE 4 REIMBURSEMENT OF SERVICER ADVANCES [To be provided by Servicer and Manager] SCHEDULE 5 FORM OF ELECTRONIC REPORT ON THE LOANS AND COLLATERAL [To be provided by Servicer and Manager] SCHEDULE 6 TERMINATION WITHOUT CAUSE [To be provided by Servicer and Manager] SCHEDULE 7 BUSINESS PLANS AND CONSOLIDATED BUSINESS PLANS [To be provided by Servicer and Manager] SCHEDULE 7 Xxxxxxxx agrees to cooperate with the Manager and provide such data and information as is included in its files and records as the Manger may, Servicer covenants thatfrom time to time, reasonably request in addition order for Manager to prepare, deliver and update the matters provided for in Business Plans and Consolidated Business Plans, pursuant to Section 7.7 of the Amended and Restated Limited Liability Company Operating Agreement and Section 5.2(h) of the Servicing Agreement. In the event there is a conflict between the Servicing Agreement and the Schedules attached thereto, it will do the following, unless otherwise provided herein or otherwise designated by Manager (if Special Servicing is designated for a Loan(s) by Manager, then Servicer will perform all of the following items A through N as applicable for the Loan(s) so designated; if only Primary Servicing or Asset Preservation is designated for a Loan(s) by Manager, then all of the following items A through N as applicable will be performed by Servicer (other than A, C, D(ii), F, H(ii) and L)Agreement shall control.

Release of Initial Member and Others. The Servicer hereby releases and discharges each Prior Servicer from any and all claims (including any counterclaim or defensive claim), demands, causes of action, judgments or legal proceedings and remedies of whatever kind or nature that the Servicer had, has or might have in the future, whether known or unknown, which are related in any manner whatsoever to the servicing of the Loans Assets or Underlying Collateral prior to the applicable Servicing Transfer Date by the Prior Servicers, in each case other than for acts or omissions constituting gross negligence, violation of law or willful misconduct of such Prior Servicer. EXHIBIT A LOAN SCHEDULE OMITTED EXHIBIT B ELECTRONIC TRACKING AGREEMENT [NOT APPLICABLE] SCHEDULE 1 I LIST OF VARIOUS FAILED FINANCIAL INSTITUTIONS Bank Name City State Fund Closing Date Columbian Bank and Trust Xxxxxx IndyMac Bank, FSB Xxxxxxxx XX 00000 August 22, 2008 Integrity Bank Xxxxxxxxxx XX 00000 August 29, 0000 Xxxxxx Xxxxx Xxxx Xxxxxxxxx XX 10013 September 5, 0000 Xxxxx Xxxx xxx Xxxxx Xxxxxxxxxx XX 00000 October 24, 0000 Xxxxxxx Xxxx Xxxxxxxxx XX 00000 October 31, 0000 Xxxxxxxx Xxxxxxx Xxxx Xxx Xxxxxxx XX 00000 November 7, 2008 Franklin Bank, SSB Xxxxxxx XX 00000 November 7, 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxxxx XX 00000 November 21July 11, 0000 Xxxxx Xxxxxxx Xxxxxxxxx Xxxx Xxxxxxx XX 10025 December 5, 0000 Xxxxxxxxx Xxxxx Bank Xxxxxxxxx TX 10026 December 12, 0000 Xxxxx Xxxxx Xxxx Xxxxxx XX 00000 December 12, 0000 Xxxx xx Xxxxx Xxxxxx Vancouver WA 10029 January 16, 0000 0xx Xxxxxxxxxx Xxxx Xxxxxxxx XX 00000 January 23, 0000 XxxxxxXxxx Xxxx Xxxx Xxxx XX 00000 January 30, 0000 Xxxxx Xxxxxxxx Xxxx Xxxxx XX 00000 January 30, 2009 FirstBank Financial Services XxXxxxxxx XX 00000 February 6, 0000 Xxxxxxxx Xxxx xxx Xxxxx Xxxxxxxxxx XX 00000 February 13, 2009 Riverside Bank of the Xxxx Xxxxx Xxxx Xxxxx XX 00000 February 13, 0000 Xxxxxx Xxxxx Xxxx Xxxxxxxxx XX 00000 February 20, 2009 Security Savings Bank Xxxxxxxxx XX 00000 February 27, 0000 XxxxxXxxx Xxxx Xxxxxxxxxxx XX 00000 March 20, 0000 Xxxx Xxx Xxxxxxxx Xxxx Xxxxxxx XX 00000 March 27April 10, 0000 Xxxxxxxx Xxxxxxxx Xxxx Xxxxxxxx XX 00000 April 24, 0000 Xxxxx Xxxx xx Xxxxxxx Xxxxx Calabasas CA 10054 April 24, 0000 Xxxxx Xxxx xx Xxxxx Xxxxxxx XX 00000 April 24, 0000 Xxxxxxxx Xxxxxxxx Xxxx Xxxxxxxxxx Xxxxx XX 00000 April 24, 0000 Xxxxxxx Xxxx Xxxx Xxxxxx XX 00000 May 1, 0000 Xxxxxxxx Xxxxxxxxx Xxxx Xxxxxxxxx XX 00000 May 1, 0000 Xxxxxxxxx Xxxx Xxxxxxx XX 00000 May 1, 0000 Xxxxxxxxx Xxxx Xxxxxxxxx XX 00000 May 8, 0000 Xxxx xx Xxxxxxxxxxx Xxxxxxxxxxx XX 00000 June 5, 0000 Xxxxxxxxx Xxxx xx Xxxx Xxxxxxx Xxxxx Rica GA 10068 June 26, 0000 Xxxxx Xxxxx Xxxx xx Xxxxx Xxxxx XX 00000 July 31,2009 Integrity Bank Xxxxxxx XX 00000 July 31, 0000 Xxxxxxxxx Xxxx xx Xxxxxx Xxx Xxxxx XX 00000 August 14, 0000 Xxxxx Xxxx Xxxxxxxx XX 00000 August 14, 2009 Multibank RADC/CADC Loan and REO Structured Transaction 2009-1 CRE Servicing Agreement 60866258_8.DOC SCHEDULE 2 FEE SCHEDULE OMITTED SCHEDULE 2 Multibank Structured Transaction 2009-1 CRE Servicing Agreement 60866258_8 SCHEDULE 3 SERVICING OBLIGATIONS Going forward, Servicer covenants that, in addition to the matters provided for in the Servicing Agreement, it will do the following, unless otherwise provided herein or otherwise designated by Manager (if Special Servicing is designated for a Loan(s) by Manager, then Servicer will perform all of the following items A through N as applicable for the Loan(s) so designated; if only Primary Servicing or Asset Preservation is designated for a Loan(s) by Manager, then all of the following items A through N as applicable will be performed by Servicer (other than A, C, D(ii), F, H(ii) and L).

Release of Initial Member and Others. The Servicer hereby releases and discharges each Prior Servicer from any and all claims (including any counterclaim or defensive claim), demands, causes of action, judgments or legal proceedings and remedies of whatever kind or nature that the Servicer had, has or might have in the future, whether known or unknown, which are related in any manner whatsoever to the servicing of the Loans or Underlying Collateral prior to the applicable Servicing Transfer Date by the Prior Servicers, in each case other than for acts or omissions constituting gross negligence, violation of law or willful misconduct of such Prior Servicer. EXHIBIT A LOAN SCHEDULE OMITTED [Attached] A-1 EXHIBIT B ELECTRONIC TRACKING AGREEMENT [NOT APPLICABLE] Not applicable. SCHEDULE 1 LIST OF VARIOUS FAILED FINANCIAL INSTITUTIONS Bank Name City State Fund Closing Date Columbian Bank and Trust Xxxxxx XX 00000 August 22, 2008 Integrity Bank Xxxxxxxxxx XX 00000 August 29, 0000 Xxxxxx Silver Xxxxx Xxxx Xxxxxxxxx XX 10013 September 5, 0000 Xxxxx Xxxx xxx Xxxxx Xxxxxxxxxx XX 00000 October 24, 0000 Xxxxxxx Xxxx Xxxxxxxxx XX 00000 October 31, 0000 Xxxxxxxx Xxxxxxx Xxxx Xxx Xxxxxxx XX 00000 November 7, 2008 Franklin Bank, SSB Xxxxxxx XX 00000 November 7, 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxxxx XX 00000 November 21, 0000 Xxxxx Xxxxxxx Xxxxxxxxx Xxxx Xxxxxxx XX 10025 December 5, 0000 Xxxxxxxxx Xxxxx Bank Xxxxxxxxx TX 10026 December 12, 0000 Xxxxx Xxxxx Xxxx Xxxxxx XX 00000 December 12, 0000 Xxxx xx Xxxxx Xxxxxx Vancouver WA 10029 January 16, 0000 0xx Xxxxxxxxxx Xxxx Xxxxxxxx XX 00000 January 23, 0000 XxxxxxXxxx Xxxx Xxxx Xxxx XX 00000 January 30, 0000 Xxxxx Xxxxxxxx Xxxx Xxxxx XX 00000 January 30, 2009 FirstBank Financial Services XxXxxxxxx XX 00000 February 6, 0000 Xxxxxxxx Xxxx xxx Xxxxx Xxxxxxxxxx XX 00000 February 13, 2009 Riverside Bank of the Xxxx Xxxxx Xxxx Xxxxx XX 00000 February 13, 0000 Xxxxxx Xxxxx Xxxx Xxxxxxxxx XX 00000 February 20, 2009 Security Savings Bank Xxxxxxxxx XX 00000 February 27, 0000 XxxxxXxxx Xxxx Xxxxxxxxxxx XX 00000 March 20, 0000 Xxxx Xxxxxxxx Xxxx Xxxxxxx XX 00000 March 27, 0000 Xxx Xxxxxxxx Xxxx Xxxxxxx XX 00000 April 10, 0000 Xxxxxxxx Xxxxxxxx Xxxx Xxxxxxxx XX 00000 April 24, 0000 Xxxxx Xxxx xx Xxxxxxx Xxxxx Calabasas CA 10054 April 24, 0000 Xxxxx Xxxx xx Xxxxx Xxxxxxx XX 00000 April 24, 0000 Xxxxxxxx Xxxxxxxx Xxxx Xxxxxxxxxx Xxxxx XX 00000 April 24, 0000 Xxxxxxx Xxxx Xxxx Xxxxxx XX 00000 May 1, 0000 Xxxxxxxx Xxxxxxxxx Xxxx Xxxxxxxxx XX 00000 May 1, 0000 Xxxxxxxxx Xxxx Xxxxxxx XX 00000 May 1, 0000 Xxxxxxxxx Xxxx Xxxxxxxxx XX 00000 May 8, 0000 Xxxx xx Xxxxxxxxxxx Xxxxxxxxxxx XX 00000 June 5, 0000 Xxxxxxxxx Xxxx xx Xxxx Xxxxxxx Xxxxx Rica GA 10068 June 26, 0000 Xxxxxxxxx Xxxx Xxxxxxx XX 00000 July 31, 0000 Xxxxxxxxx Xxxx xx Xxxxxx Xxx Xxxxx XX 00000 August 14, 0000 Xxxxxxxxx Xxxx xx Xxxxxxx Xxxxxxx XX 00000 August 14, 0000 Xxxxx Xxxx Xxxxxxxx XX 00000 August 14, 0000 Xxxxx Xxxx Xxxxxxx XX 00000 September 11, 2009 Multibank Structured Transaction 2009-1 CRE Servicing Agreement 60866258_8.DOC SCHEDULE 2 FEE SCHEDULE OMITTED SCHEDULE 2 Multibank Structured Transaction 2009-1 CRE Servicing Agreement 60866258_8 [To be provided by Servicer and Manager] SCHEDULE 3 SERVICING OBLIGATIONS Going forward, [To be provided by Servicer covenants that, and Manager] SCHEDULE 4 REIMBURSEMENT OF SERVICER ADVANCES [To be provided by Servicer and Manager] SCHEDULE 5 FORM OF ELECTRONIC REPORT ON THE LOANS AND COLLATERAL [To be provided by Servicer and Manager] SCHEDULE 6 TERMINATION WITHOUT CAUSE [To be provided by Servicer and Manager] SCHEDULE 6 SCHEDULE 7 BUSINESS PLANS AND CONSOLIDATED BUSINESS PLANS [To be provided by Servicer and Manager] SCHEDULE 7 SCHEDULE ; Servicer agrees to cooperate "ith the :anager an! provi!e s ch !ata an! information as is inc# !e! in addition its fi#es an! recor!s as the :anger ma&. from time to time. reasona$#& re9 est in or!er for :anager to prepare. !e#iver an! p!ate the matters provided for in - siness ,#ans an! Conso#i!ate! - siness ,#ans. p rs ant to Section ;.; of the Amen!e! an! 7estate! imite! ia$i#it& Compan& 8perating Agreement an! Section *.2%h' of the Servicing Agreement, it will do . 2n the following, unless otherwise provided herein or otherwise designated by Manager (if Special event there is a conf#ict $et"een the Servicing is designated for a Loan(s) by Manager, then Servicer will perform all of Agreement an! the following items A through N as applicable for Sche! #es attache! thereto. the Loan(s) so designated; if only Primary Servicing or Asset Preservation is designated for a Loan(s) by Manager, then all of the following items A through N as applicable will be performed by Servicer (other than A, C, D(ii), F, H(ii) and L)Agreement sha## contro#.

Release of Initial Member and Others. The Servicer hereby releases and discharges each Prior Servicer from any and all claims (including any counterclaim or defensive claim), demands, causes of action, judgments or legal proceedings and remedies of whatever kind or nature that the Servicer had, has or might have in the future, whether known or unknown, which are related in any manner whatsoever to the servicing of the Loans or Underlying Collateral prior to the applicable Servicing Transfer Date by the Prior Servicers, in each case other than for acts or omissions constituting gross negligence, violation of law or willful misconduct of such Prior Servicer. EXHIBIT A LOAN SCHEDULE OMITTED [Attached] A-1 EXHIBIT B ELECTRONIC TRACKING AGREEMENT [NOT APPLICABLE] Not applicable. SCHEDULE 1 LIST OF VARIOUS FAILED FINANCIAL INSTITUTIONS Bank Name City State Fund Closing Date Columbian Bank and Trust Xxxxxx XX 00000 August 22, 2008 Integrity Bank Xxxxxxxxxx XX 00000 August 29, 0000 Xxxxxx Silver Xxxxx Xxxx Xxxxxxxxx XX 10013 September 5, 0000 Xxxxx Xxxx xxx Xxxxx Xxxxxxxxxx XX 00000 October 24, 0000 Xxxxxxx Xxxx Xxxxxxxxx XX 00000 October 31, 0000 Xxxxxxxx Xxxxxxx Xxxx Xxx Xxxxxxx XX 00000 November 7, 2008 Franklin Bank, SSB Xxxxxxx XX 00000 November 7, 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxxxx XX 00000 November 21, 0000 Xxxxx Xxxxxxx Xxxxxxxxx Xxxx Xxxxxxx XX 10025 December 5, 0000 Xxxxxxxxx Xxxxx Bank Xxxxxxxxx TX 10026 December 12, 0000 Xxxxx Xxxxx Xxxx Xxxxxx XX 00000 December 12, 0000 Xxxx xx Xxxxx Xxxxxx Vancouver WA 10029 January 16, 0000 0xx Xxxxxxxxxx Xxxx Xxxxxxxx XX 00000 January 23, 0000 XxxxxxXxxx Xxxx Xxxx Xxxx XX 00000 January 30, 0000 Xxxxx Xxxxxxxx Xxxx Xxxxx XX 00000 January 30, 2009 FirstBank Financial Services XxXxxxxxx XX 00000 February 6, 0000 Xxxxxxxx Xxxx xxx Xxxxx Xxxxxxxxxx XX 00000 February 13, 2009 Riverside Bank of the Xxxx Xxxxx Xxxx Xxxxx XX 00000 February 13, 0000 Xxxxxx Xxxxx Xxxx Xxxxxxxxx XX 00000 February 20, 2009 Security Savings Bank Xxxxxxxxx XX 00000 February 27, 0000 XxxxxXxxx Xxxx Xxxxxxxxxxx XX 00000 March 20, 0000 Xxxx Xxxxxxxx Xxxx Xxxxxxx XX 00000 March 27, 0000 Xxx Xxxxxxxx Xxxx Xxxxxxx XX 00000 April 10, 0000 Xxxxxxxx Xxxxxxxx Xxxx Xxxxxxxx XX 00000 April 24, 0000 Xxxxx Xxxx xx Xxxxxxx Xxxxx Calabasas CA 10054 April 24, 0000 Xxxxx Xxxx xx Xxxxx Xxxxxxx XX 00000 April 24, 0000 Xxxxxxxx Xxxxxxxx Xxxx Xxxxxxxxxx Xxxxx XX 00000 April 24, 0000 Xxxxxxx Xxxx Xxxx Xxxxxx XX 00000 May 1, 0000 Xxxxxxxx Xxxxxxxxx Xxxx Xxxxxxxxx XX 00000 May 1, 0000 Xxxxxxxxx Xxxx Xxxxxxx XX 00000 May 1, 0000 Xxxxxxxxx Xxxx Xxxxxxxxx XX 00000 May 8, 0000 Xxxx xx Xxxxxxxxxxx Xxxxxxxxxxx XX 00000 June 5, 0000 Xxxxxxxxx Xxxx xx Xxxx Xxxxxxx Xxxxx Rica GA 10068 June 26, 0000 Xxxxxxxxx Xxxx Xxxxxxx XX 00000 July 31, 0000 Xxxxxxxxx Xxxx xx Xxxxxx Xxx Xxxxx XX 00000 August 14, 0000 Xxxxxxxxx Xxxx xx Xxxxxxx Xxxxxxx XX 00000 August 14, 0000 Xxxxx Xxxx Xxxxxxxx XX 00000 August 14, 0000 Xxxxx Xxxx Xxxxxxx XX 00000 September 11, 2009 Multibank Structured Transaction 2009-1 CRE Servicing Agreement 60866258_8.DOC SCHEDULE 2 FEE SCHEDULE OMITTED SCHEDULE 2 Multibank Structured Transaction 2009-1 CRE Servicing Agreement 60866258_8 [To be provided by Servicer and Manager] SCHEDULE 3 SERVICING OBLIGATIONS Going forward, [To be provided by Servicer covenants that, and Manager] SCHEDULE 4 REIMBURSEMENT OF SERVICER ADVANCES [To be provided by Servicer and Manager] SCHEDULE 5 FORM OF ELECTRONIC REPORT ON THE LOANS AND COLLATERAL [To be provided by Servicer and Manager] SCHEDULE 6 TERMINATION WITHOUT CAUSE [To be provided by Servicer and Manager] SCHEDULE 7 BUSINESS PLANS AND CONSOLIDATED BUSINESS PLANS [To be provided by Servicer and Manager] SCHEDULE ; Servicer agrees to cooperate "ith the :anager an! provi!e s ch !ata an! information as is inc# !e! in addition its fi#es an! recor!s as the :anger ma&. from time to time. reasona$#& re9 est in or!er for :anager to prepare. !e#iver an! p!ate the matters provided for in - siness ,#ans an! Conso#i!ate! - siness ,#ans. p rs ant to Section ;.; of the Amen!e! an! 7estate! Limite! Lia$i#it& Compan& 8perating Agreement an! Section *.2%h' of the Servicing Agreement, it will do . 2n the following, unless otherwise provided herein or otherwise designated by Manager (if Special event there is a conf#ict $et"een the Servicing is designated for a Loan(s) by Manager, then Servicer will perform all of Agreement an! the following items A through N as applicable for Sche! #es attache! thereto. the Loan(s) so designated; if only Primary Servicing or Asset Preservation is designated for a Loan(s) by Manager, then all of the following items A through N as applicable will be performed by Servicer (other than A, C, D(ii), F, H(ii) and L)Agreement sha## contro#.