Replacement of Special Servicer. (a) During any Subordinate Control Period, the Majority Subordinate Certificateholder, or the Subordinate Class Representative on its behalf, will have the right to terminate the Special Servicer, with or without cause, and appoint itself or an Affiliate thereof or another Person as the successor Special Servicer. It shall be a condition to such appointment that the successor Special Servicer be a Qualified Replacement Special Servicer and the conditions set forth in subsection (e) be satisfied.
Replacement of Special Servicer. (a) During any Subordinate Control Period, the Majority Subordinate Certificateholder, or the Subordinate Class Representative on its behalf, will have the right to terminate the Special Servicer, with or without cause, and appoint itself or an Affiliate thereof or another Person as the successor Special Servicer. It shall be a condition to such appointment that (i) the successor Special Servicer be a Qualified Replacement Special Servicer (ii) the successor Special Servicer deliver to the Depositor and each Other Depositor, if applicable, the Form 8-K Disclosure Information in accordance with Section 6.04(d) and (iii) the conditions set forth in subsection (e) be satisfied. Notwithstanding anything to the contrary, if the Depositor or (if applicable) any Other Depositor fails to file any required Form 8-K Current Report in connection with such appointment in a timely manner, such appointment shall be void ab initio, and upon the Trustee’s receipt of notice that the Depositor or Other Depositor, as applicable, has failed to file such required Form 8-K Current Report, the Trustee shall provide notice to each of the parties to this Agreement that such appointment is void.
Replacement of Special Servicer. (a) Subject to Section 3.27(b), the Controlling Class Representative may remove the existing Special Servicer hereunder (with or without cause) and appoint a successor to the existing Special Servicer; provided that if any such removal is made without cause, then the costs of transferring the special servicing responsibilities of the removed Special Servicer to a successor thereto shall be paid by the Certificateholders of the Controlling Class and (B) the Controlling Class Representative shall have delivered or caused to have been delivered to each of the parties hereto a copy of the request for the rating confirmation described in clause (i) of subsection (b) that constitutes a condition to the effectiveness of the removal and/or appointment, simultaneously with or promptly following the delivery of such request to the Rating Agencies.
Replacement of Special Servicer. So long as no Loan-Specific Control Appraisal Period exists, the Loan-Specific Class Representative (on behalf of Holders of a majority of the related Loan-Specific Certificates) will be entitled to terminate, at their expense, the Special Servicer with respect to the related Componentized Mortgage Loan at any time, with or without cause, and to appoint a replacement Special Servicer for the Componentized Mortgage Loan. If a Loan-Specific Control Appraisal Period exists, or if 50% or more of the outstanding Certificate Balance of the related Loan-Specific Certificates is held by the related borrower or an affiliate of the related borrower, the Directing Certificateholder will (prior to the occurrence and continuance of a Control Event) be entitled to appoint a replacement Special Servicer of the related Componentized Mortgage Loan. Any successor Special Servicer must satisfy the ratings requirement and other qualifications specified in this Agreement, and such appointment will be subject to receipt of a Rating Agency Confirmation from each Rating Agency.
Replacement of Special Servicer. (a) Subject to Section 3.25(b), the Controlling Class Representative may, upon not less than ten days' prior written notice to the respective parties hereto, remove any existing Special Servicer hereunder (with or without cause) and appoint a successor Special Servicer; provided that, if any such removal is made without cause, then the costs of transferring the special servicing responsibilities to a successor Special Servicer will, upon such removal or other termination, be paid by the Certificateholders of the Controlling Class.
Replacement of Special Servicer. 188 SECTION 3.29. Application of Default Charges.................................................................190 PAYMENTS TO CERTIFICATEHOLDERS SECTION 4.01. Distributions..................................................................................193 SECTION 4.02. Certificate Administrator Reports; Servicer Reporting..........................................203 SECTION 4.03. P&I Advances...................................................................................212 SECTION 4.04. Allocation of Realized Losses and Additional Trust Fund Expenses...............................215 SECTION 4.05. Calculations...................................................................................217 -ii- SECTION PAGE ------- ----
Replacement of Special Servicer. (a) During any Subordinate Control Period, the Majority Subordinate Certificateholder, or the Subordinate Class Representative on its behalf (other than with respect to the St. Xxxxx Town Center Loan Combination prior to the occurrence and continuance of a Class SJ Control Appraisal Period with respect to the senior-most Class of Control-Eligible Loan-Specific Certificates), will have the right to terminate the Special Servicer, with or without cause (in each case, other than in respect of any Non-Trust-Serviced Pooled Mortgage Loan), and appoint itself or an Affiliate thereof or another Person as the successor Special Servicer. It shall be a condition to such appointment that the successor Special Servicer be a Qualified Replacement Special Servicer and the conditions set forth in subsection (e) be satisfied.
Replacement of Special Servicer. (a) Subject to Section 3.25(b), the Controlling Class Representative may remove the existing Special Servicer hereunder (with or without cause) and appoint a successor to the existing Special Servicer; provided that if any such removal is made without cause, then the costs of transferring the special servicing responsibilities of the removed Special Servicer to a successor thereto shall be paid by the Certificateholders of the Controlling Class and (B) the Controlling Class Representative shall have delivered or caused to have been delivered to each of the parties hereto a copy of the request for the rating confirmation described in clause (i) of subsection (b) that constitutes a condition to the effectiveness of the removal and/or appointment, simultaneously with or promptly following the delivery of such request to the Rating Agencies. Subject to Section 3.25(b) and any and all limitations on such right as may be set forth in the related Mortgage Loan Group Intercreditor Agreement (including the provisions to the effect that the following appointment right only applies at any time when both (a) a PCF Change in Control Event has not occurred and (b) either (i) the Special Servicer does not meet the eligibility requirements under this Agreement (which requirements consist of the absence of an Event of Default) or (ii) the initial Holder of a majority of the Controlling Class of Certificates or an Affiliate thereof ceases to be the Holder of a majority of the Class of Certificates that then constitutes the Controlling Class of Certificates), the applicable Serviced Non-Pooled Subordinate Noteholder for each PCF Mortgage Loan Group shall be entitled to remove the Special Servicer as the special servicer for such Serviced Mortgage Loan Group and appoint a successor to the Special Servicer as the applicable special servicer for such Serviced Mortgage Loan Group provided that if any such removal is made without cause, then the costs of transferring the special servicing responsibilities of the removed Special Servicer to a successor thereto shall be paid by the related Serviced Non-Pooled Subordinate Noteholders and (B) the related Serviced Non-Pooled Subordinate Noteholder shall have delivered or caused to have been delivered to each of the parties hereto a copy of the request for the rating confirmation described in clause (i) of subsection (b) that constitutes a condition to the effectiveness of the removal and/or appointment, simultaneously with or promptly...
Replacement of Special Servicer. Section 3.26
Replacement of Special Servicer. 207 SECTION 3.26. Application of Default Charges.................................................................208 SECTION 3.27. Certain Matters Regarding the Ballston Common B-Note Holder....................................208
