Common use of TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING Clause in Contracts

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining that any Mortgage Loan has become a Specially Serviced Mortgage Loan, the Servicer shall immediately give notice thereof, together with a copy of the related Mortgage File, to the Special Servicer and shall use its best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such Mortgage File) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a sub-servicer. The Servicer shall use its best efforts to comply with the preceding sentence within ____ Business Days of the date such Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Servicer and administrator of such Mortgage Loan until the Special Servicer has commenced the servicing of such Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the information, documents and records referred to in the preceding sentence. With respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to continue to remit all payments in respect of such Mortgage Loan to the Servicer. If ceases to be the Servicer or ceases to be the Special Servicer, the remaining party of the two and the successor Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Servicer. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Mortgage Loan, the Special Servicer shall immediately give notice thereof to the Servicer and upon giving such notice, such Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan pursuant to the proviso to the definition of Specially Serviced Mortgage Loan, the Special Servicer's obligation to service such Mortgage Loan shall terminate and the obligations of the Servicer to service and administer such Mortgage Loan as a Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Borrower has been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct such Borrower to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Servicer.

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining that any Mortgage the occurrence of a Loan has become a Specially Serviced Mortgage LoanEvent, the Servicer shall immediately promptly give notice thereof, together with a copy of the related Mortgage File, thereof to the Special Servicer and the Trustee and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such Mortgage Filethe Security Documents) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Mortgage Loan the Note Indebtedness and the Underlying Loans either in the Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a sub-servicer. The Servicer shall use its reasonable best efforts to comply with the preceding sentence within ____ five Business Days of the date such Mortgage of the occurrence of a Loan became a Specially Serviced Mortgage Loan Event and in any event shall continue to act as Servicer and administrator of such Mortgage Loan the Note Indebtedness and the Underlying Loans until the Special Servicer has commenced the servicing of such Mortgage Loanthe Note Indebtedness and the Underlying Loans, which shall occur upon the receipt by the Special Servicer of the information, documents and records referred to in the preceding sentence. With respect to each Mortgage After the occurrence of a Loan that becomes a Specially Serviced Mortgage LoanEvent, the Servicer shall instruct the related Borrower Underlying Borrowers to continue to remit all payments in respect of such Mortgage Loan the Underlying Loans to the Servicer. If ceases to be the Servicer or ceases to be the Special Servicer, the remaining party of the two and the successor The Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage after the occurrence of a Loan that became a Specially Serviced Mortgage LoanEvent, the Servicer shall instruct the related Borrower Underlying Borrowers to remit all payments in respect of such Mortgage Loan the Underlying Loans to the Special Servicer, provided PROVIDED that the payee in respect of such payments shall remain the Servicer. The Special Servicer shall remit to the Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Servicer shall forward any notices it would otherwise send to the Underlying Borrowers or the Issuer to the Special Servicer who shall send such notices to the Underlying Borrowers or the Issuer. Upon determining that a Loan Event is no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Mortgage Loanlonger continuing, the Special Servicer shall immediately give notice thereof to the Servicer and the Trustee, and upon giving such notice, such Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan pursuant to the proviso to the definition of Specially Serviced Mortgage Loan, the Special Servicer's obligation to service such Mortgage Loan the Note Indebtedness and the Underlying Loans shall terminate and the obligations of the Servicer to service and administer such Mortgage Loan as a Mortgage Loan that is not a Specially Serviced Mortgage Loan the Note Indebtedness and the Underlying Loans shall resume. In addition, if the related Borrower has Underlying Borrowers have been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct such Borrower the Underlying Borrowers to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Servicer.

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining that any Mortgage Loan has become a Specially Serviced Mortgage Loan, the Servicer shall immediately give notice thereof, together with a copy of the related Mortgage File, to the Special Servicer and shall use its best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such the Mortgage File) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a sub-servicer. The Servicer shall use its best efforts to comply with the preceding sentence within ____ five Business Days of the date such Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Servicer and administrator of such Mortgage Loan until the Special Servicer has commenced the servicing of such Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the information, documents and records referred to in the preceding sentence. With respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to continue to remit all payments in respect of such Mortgage Loan to the Servicer. If AMRESCO Management, Inc. ceases to be the Servicer or ceases to be the Special Servicer, respectively, the remaining party of the two and the successor Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Servicer. The Special Servicer shall remit to the Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Servicer shall forward any notices it would otherwise send to the Borrower of a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related Borrower. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Mortgage Loan, the Special Servicer shall immediately give notice thereof to the Servicer Servicer, and upon giving such notice, such Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan pursuant to in accordance with the first proviso to of the definition of Specially Serviced Mortgage Loan, the Special Servicer's obligation to service such Mortgage Loan shall terminate and the obligations of the Servicer to service and administer such Mortgage Loan as a Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Borrower has been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct such the related Borrower to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Servicer.

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining that any Mortgage Loan has become a Specially Serviced Mortgage Loan, the Servicer shall immediately give notice thereof, together with a copy of the related Mortgage File, to the Special Servicer and shall use its best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such the Mortgage File) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a sub-servicer. The Servicer shall use its best efforts to comply with the preceding sentence within ____ five Business Days of the date such Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Servicer and administrator of such Mortgage Loan until the Special Servicer has commenced the servicing of such Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the information, documents and records referred to in the preceding sentence. With respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to continue to remit all payments in respect of such Mortgage Loan to the Servicer. If ceases to be the Servicer or ceases to be the Special Servicer, the remaining party of the two and the successor The Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Servicer. The Special Servicer shall remit to the Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Servicer shall forward any notices it would otherwise send to the Borrower of a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related Borrower. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Mortgage Loan, the Special Servicer shall immediately give notice thereof to the Servicer Servicer, and upon giving such notice, such Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan pursuant to in accordance with the first proviso to of the definition of Specially Serviced Mortgage Loan, the Special Servicer's obligation to service such Mortgage Loan shall terminate and the obligations of the Servicer to service and administer such Mortgage Loan as a Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Borrower has been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct such the related Borrower to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Servicer.

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining that any Mortgage the occurrence of a Loan has become a Specially Serviced Mortgage LoanEvent, the Servicer shall immediately promptly give notice thereof, together with a copy of the related Mortgage File, thereof to the Special Servicer and the Trustee and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such Mortgage Filethe Security Documents) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Loan and the Mortgage Loan either in the Servicer's or any of its directors', officer', employees', affiliates' or agents' possession or control or otherwise available to the Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a sub-sub- servicer. The Servicer shall use its reasonable best efforts to comply with the preceding sentence within ____ five Business Days of the date such Mortgage of the occurrence of a Loan became a Specially Serviced Mortgage Loan Event and in any event shall continue to act as Servicer and administrator of such the Loan and the Mortgage Loan until the Special Servicer has commenced the servicing of such the Loan and the Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the information, documents and records referred to in the preceding sentence. With respect to each Mortgage After the occurrence of a Loan that becomes a Specially Serviced Mortgage LoanEvent, the Servicer shall instruct the related Borrower Property Owners to continue to remit all payments in respect of such the Mortgage Loan to the Servicer. If ceases to be the Servicer or ceases to be the Special Servicer, the remaining party of the two and the successor The Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage after the occurrence of a Loan that became a Specially Serviced Mortgage LoanEvent, the Servicer shall instruct the related Borrower Property Owners to remit all payments in respect of such the Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Servicer. The Special Servicer shall remit to the Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Servicer shall forward any notices it would otherwise send to the Property Owners or the Issuer to the Special Servicer who shall send such notice to the Property Owners or the Issuer. Upon determining that a Loan Event is no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Mortgage Loanlonger continuing, the Special Servicer shall immediately give notice thereof to the Servicer and the Trustee, and upon giving such notice, such Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan pursuant to the proviso to the definition of Specially Serviced Mortgage Loan, the Special Servicer's obligation to service such the Loan and the Mortgage Loan shall terminate and the obligations of the Servicer to service and administer such Mortgage the Loan as a Mortgage Loan that is not a Specially Serviced and the Mortgage Loan shall resume. In addition, if the related Borrower has Property Owners have been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct such Borrower the Property Owners to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Servicer.

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Mortgage Loan has become a Specially Serviced Mortgage Loanand if the Servicer is not also the Special Servicer, the Servicer shall immediately give notice thereof, together with a copy of and shall deliver the related Mortgage Servicing File, to the Special Servicer and shall use its best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such Mortgage Fileor copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a subSub-servicerServicer. To the extent such is in the possession of the Servicer or any Sub-Servicer thereof, the information, documents and records to be delivered by the Servicer to the Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls, title insurance policies, UCC's and tenant estoppels. The Servicer shall use its best efforts to comply with the preceding sentence two sentences within ____ five Business Days of the date such occurrence of each related Servicing Transfer Event. The Special Servicer may, as to any delinquent Mortgage Loan became Loan, prior to the occurrence of a Servicing Transfer Event with respect thereto, request and obtain the foregoing documents and information in order to perform its duties described in Section 3.02. Upon determining that a Specially Serviced Mortgage Loan and in any event shall continue to act as Servicer and administrator of such has become a Corrected Mortgage Loan until the Special Servicer has commenced the servicing of such Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the information, documents and records referred to in the preceding sentence. With respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, if the Servicer shall instruct the related Borrower to continue to remit all payments in respect of such Mortgage Loan to the Servicer. If ceases to be the Servicer or ceases to be is not also the Special Servicer, the remaining party of the two and the successor Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Servicer. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Mortgage Loan, the Special Servicer shall immediately give notice thereof thereof, and shall return the related Servicing File within five Business Days, to the Servicer and Servicer; and, upon giving such notice, notice and returning such Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan pursuant Servicing File to the proviso to the definition of Specially Serviced Mortgage LoanServicer, the Special Servicer's obligation to service such Mortgage Loan Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Servicer to service and administer such Mortgage Loan as a Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Borrower has been instructed, pursuant Notwithstanding anything herein to the last sentence of contrary, in connection with the preceding paragraph, to make payments transfer to the Special ServicerServicer of the servicing of a Cross- Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Servicer with respect to any such Mortgage Loan upon its becoming a Corrected Mortgage Loan, upon such determination, the Servicer and the Special Servicer shall instruct such Borrower each transfer to remit the other, as and when applicable, the servicing of all payments in respect other Cross-Collateralized Mortgage Loans constituting part of such the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan that is no longer may become a Specially Serviced Corrected Mortgage Loan directly at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the Servicersame Cross-Collateralized Group.

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining that any Mortgage Loan a Servicing Transfer Event has become a Specially Serviced Mortgage Loanoccurred, if the Servicer is not also the Special Servicer, the Servicer shall immediately give notice thereof, together with a copy of and shall deliver the related Mortgage Servicing File, to the Special Servicer and shall use its best reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such Mortgage Fileor copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan and reasonably requested by the Special Servicer and in the possession of the Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a subSub-servicerServicer. Without regard to whether the Servicer and the Special Servicer are the same Person, the Special Servicer shall immediately give notice of a Servicing Transfer Event to the Controlling Class Representative. The Servicer shall use its best reasonable efforts to comply with the preceding sentence within ____ five (5) Business Days of the date such occurrence of each related Servicing Transfer Event. The Special Servicer may, if the Mortgage Loan became is a Specially Serviced Mortgage Loan and in any event shall continue to act as Servicer and administrator of such Mortgage Loan until the Special Servicer has commenced the servicing of such delinquent Mortgage Loan, which shall occur upon prior to the receipt by occurrence of a Servicing Transfer Event with respect thereto, request and obtain the Special Servicer of the information, foregoing documents and records referred information in order to perform its duties described in Section 3.02. ------------ Upon determining that the preceding sentence. With respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, Loan has become a Worked-Out Loan and if the Servicer shall instruct the related Borrower to continue to remit all payments in respect of such Mortgage Loan to the Servicer. If ceases to be the Servicer or ceases to be is not also the Special Servicer, the remaining party of the two and the successor Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Servicer. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Mortgage Loan, the Special Servicer shall immediately give notice thereof thereof, and shall return the Servicing File within five (5) Business Days, to the Servicer and Servicer; and, upon giving such notice, such Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan pursuant notice and returning the Servicing File to the proviso to the definition of Specially Serviced Mortgage LoanServicer, the Special Servicer's obligation to service such the Mortgage Loan Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to the Mortgage Loan, shall terminate terminate, and the obligations of the Servicer to service and administer such Mortgage Loan as a Mortgage Loan that is not a Specially Serviced the Mortgage Loan shall resume. In addition, if the related Borrower has been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct such Borrower to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Servicer.

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining that any Mortgage Loan has become a Specially Serviced Mortgage Loan, the Servicer shall immediately give notice thereof, together with a copy of the related Mortgage File, to the Special Servicer and shall use its best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such the Mortgage File) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a sub-sub- servicer. The Servicer shall use its best efforts to comply with the preceding sentence within ____ five Business Days of the date such Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Servicer and administrator of such Mortgage Loan until the Special Servicer has commenced the servicing of such Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the information, documents and records referred to in the preceding sentence. With respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to continue to remit all payments in respect of such Mortgage Loan to the Servicer. If ceases to be the The Servicer or ceases to be the and Special Servicer, the remaining party of the two and the successor Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Servicer. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Mortgage Loan, the The Special Servicer shall immediately give notice thereof remit to the Servicer and upon giving any such notice, such Mortgage Loan payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Servicer shall cease forward any notices it would otherwise send to be the Borrower of a Specially Serviced Mortgage Loan pursuant to the proviso to the definition of Specially Serviced Mortgage Loan, the Special Servicer's obligation to service such Mortgage Loan shall terminate and the obligations of the Servicer to service and administer such Mortgage Loan as a Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Borrower has been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon Servicer who shall send such determination, the Special Servicer shall instruct such Borrower to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly notice to the Servicerrelated Borrower.

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining that any Mortgage Loan has become a Specially Serviced Mortgage Loan, the Servicer shall immediately promptly give notice thereof, together with a copy of the related Mortgage File, to the Special Servicer and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such the Mortgage File) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan either in the Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a sub-servicer. The Servicer shall use its reasonable best efforts to comply with the preceding sentence within ____ five Business Days of the date such Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Servicer and administrator of such Mortgage Loan until the Special Servicer has commenced the servicing of such Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the information, documents and records referred to in the preceding sentencesentence (provided that receipt of copies of all documents in the Mortgage File shall suffice for such purpose). With respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to continue to remit all payments in respect of such Mortgage Loan to the Servicer. If ceases to be the Servicer or ceases to be the Special Servicer, the remaining party of the two and the successor The Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Servicer. The Special Servicer shall remit to the Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Servicer shall forward any notices it would otherwise send to the Borrower of a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related Borrower. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Mortgage Loan, the Special Servicer shall immediately give notice thereof to the Servicer Servicer, and upon giving such notice, such Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan pursuant to in accordance with the first proviso to of the definition of Specially Serviced Mortgage Loan, the Special Servicer's obligation to service such Mortgage Loan shall terminate and the obligations of the Servicer to service and administer such Mortgage Loan as a Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Borrower has been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct such the related Borrower to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Servicer.

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining The Master Servicer shall notify the Trustee and the Special Servicer as promptly as practicable by telephone and in an electronic format after it becomes aware of (i) any facts or circumstances that might in the reasonable judgment of the Master Servicer consistent with the Servicing Standard result in any Mortgage Loan has become becoming a Specially Serviced Mortgage LoanLoan or (ii) the occurrence of a Servicing Transfer Event. Upon the occurrence of a Servicing Transfer Event, the Master Servicer shall immediately give notice thereof, together with a copy of the related Mortgage File, to the Special Servicer and shall use its best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such the Mortgage Loan File) and records (including records stored electronically on computer tapes, magnetic discs disks and the like) relating to such the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a sub-servicersubservicer. The Master Servicer shall use its best efforts to comply with the preceding sentence within ____ five Business Days after the occurrence of the date such Mortgage Loan became a Specially Serviced Mortgage Loan Servicing Transfer Event and in any event shall continue to act as Master Servicer and administrator of such Mortgage Loan until the Special Servicer has commenced the servicing of such Mortgage Loan, which shall occur upon on the receipt by the Special Servicer of the information, documents and records referred to in the preceding sentenceServicing Transfer Date. With respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Borrower Mortgagor to continue to remit all payments in respect of such Mortgage Loan to the Master Servicer. If ceases to be the The Master Servicer or ceases to be the and Special Servicer, the remaining party of the two and the successor Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Borrower Mortgagor to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided PROVIDED that the payee in respect of such payments shall remain the Master Servicer. The Special Servicer shall remit to the Master Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that no event has occurred and is continuing with respect to a Specially Serviced Mortgage Loan that causes such Mortgage Loan to be (i) three consecutive Monthly Payments on a Specially Serviced Mortgage LoanLoan have been made in accordance with the terms of the related Mortgage Note (taking into account any grace periods contained therein), (ii) such Mortgage Loan is current as to payments of principal and interest and (iii) no Servicing Transfer Event is continuing, the Special Servicer shall immediately give written notice thereof to the Master Servicer and the Trustee, and upon giving such notice, such Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan pursuant to the proviso to the definition of Specially Serviced Mortgage Loan, the Special Servicer's obligation to service such Mortgage Loan shall terminate and the obligations of the Master Servicer to service and administer such Mortgage Loan as a Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Borrower Mortgagor has been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct such Borrower the related Mortgagor to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Master Servicer.

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining The Master Servicer shall notify the Trustee and the Special Servicer as promptly as practicable by telephone and in an electronic format after it becomes aware of (i) any facts or circumstances that might in the reasonable judgment of the Master Servicer consistent with the Servicing Standard result in any Mortgage Loan has become becoming a Specially Serviced Mortgage LoanLoan or (ii) the occurrence of a Servicing Transfer Event. Upon the occurrence of a Servicing Transfer Event, the Master Servicer shall immediately give notice thereof, together with a copy of the related Mortgage File, to the Special Servicer and shall use its best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such the Mortgage Loan File) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a sub-servicersubservicer. The Master Servicer shall use its best efforts to comply with the preceding sentence within ____ five Business Days after the occurrence of the date such Mortgage Loan became a Specially Serviced Mortgage Loan Servicing Transfer Event and in any event shall continue to act as Master Servicer and administrator of such Mortgage Loan until the Special Servicer has commenced the servicing of such Mortgage Loan, which shall occur upon on the receipt by the Special Servicer of the information, documents and records referred to in the preceding sentenceServicing Transfer Date. With respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Borrower Mortgagor to continue to remit all payments in respect of such Mortgage Loan to the Master Servicer. If ceases to be the The Master Servicer or ceases to be the and Special Servicer, the remaining party of the two and the successor Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Borrower Mortgagor to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Master Servicer. The Special Servicer shall remit to the Master Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that no event has occurred and is continuing with respect to a Specially Serviced Mortgage Loan that causes such Mortgage Loan to be (i) three consecutive Monthly Payments on a Specially Serviced Mortgage LoanLoan have been made in accordance with the terms of the related Mortgage Note (taking into account any grace periods contained therein), (ii) such Mortgage Loan is current as to payments of principal and interest and (iii) no Servicing Transfer Event is continuing, the Special Servicer shall immediately give written notice thereof to the Master Servicer and the Trustee, and upon giving such notice, such Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan pursuant to the proviso to the definition of Specially Serviced Mortgage Loan, the Special Servicer's obligation to service such Mortgage Loan shall terminate and the obligations of the Master Servicer to service and administer such Mortgage Loan as a Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Borrower Mortgagor has been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct such Borrower the related Mortgagor to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Master Servicer.

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining that any Mortgage Loan has become a Specially Serviced Mortgage Loan, the Servicer shall immediately give notice thereof, together with a copy of the related Mortgage File, to the Special Servicer and shall use its best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such Mortgage File) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a sub-servicer. The Servicer shall use its best efforts to comply with the preceding sentence within ____ five Business Days of the date such Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Servicer and administrator of such Mortgage Loan until the Special Servicer has commenced the servicing of such Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the information, documents and records referred to in the preceding sentence. With respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to continue to remit all payments in respect of such Mortgage Loan to the Servicer. If Midland Loan Services, L.P. ceases to be the Servicer or ceases to be the Special Servicer, the remaining party of the two Midland Loan Services, L.P. and the successor Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Servicer. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Mortgage Loan, the Special Servicer shall immediately give notice thereof to the Servicer and upon giving such notice, such Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan pursuant to the first proviso to the definition of Specially Serviced Mortgage Loan, the Special Servicer's obligation to service such Mortgage Loan shall terminate and the obligations of the Servicer to service and administer such Mortgage Loan as a Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Borrower has been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct such Borrower to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Servicer.

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining that any Mortgage Loan has become a Specially Serviced Mortgage Loan, the Servicer shall immediately give notice thereof, together with a copy of the related Mortgage File, to the Special Servicer and shall use its best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such Mortgage File) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a sub-servicer. The Servicer shall use its best efforts to comply with the preceding sentence within ____ five Business Days of the date such Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Servicer and administrator of such Mortgage Loan until the Special Servicer has commenced the servicing of such Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the information, documents and records referred to in the preceding sentence. With respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to continue to remit all payments in respect of such Mortgage Loan to the Servicer. If Midland Loan Services, L.P. ceases to be the Servicer or ceases to be the Special Servicer, the remaining party of the two and the successor Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Servicer. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Mortgage Loan, the Special Servicer shall immediately give notice thereof to the Servicer and upon giving such notice, such Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan pursuant to the proviso to the definition of Specially Serviced Mortgage Loan, the Special Servicer's obligation to service such Mortgage Loan shall terminate and the obligations of the Servicer to service and administer such Mortgage Loan as a Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Borrower has been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct such Borrower to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Servicer.

TRANSFER OF SERVICING BETWEEN SERVICER AND SPECIAL SERVICER; RECORD KEEPING. (a) Upon determining that any Mortgage Loan has become a Specially Serviced Mortgage Loan, the Servicer shall immediately promptly give notice thereof, together with a copy of the related Mortgage File, thereof to the Special Servicer and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting such the Mortgage File) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan Loan, and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a sub-servicer. The Servicer shall use its reasonable best efforts to comply with the preceding sentence within ____ five Business Days of the date such Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Servicer and administrator of such Mortgage Loan until the Special Servicer has commenced the servicing of such Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the information, documents and records referred to in the preceding sentence, provided that receipt of copies of all documents in the Mortgage File shall suffice for such purpose. With respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to continue to remit all payments in respect of such Mortgage Loan to the Servicer. If ceases to be the Servicer or ceases to be the Special Servicer, the remaining party of the two and the successor The Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Servicer. The Special Servicer shall remit to the Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Servicer shall forward any notices it would otherwise send to the Borrower of a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related Borrower. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Mortgage Loan, the Special Servicer shall immediately give notice thereof to the Servicer Servicer, and upon giving such notice, such Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan pursuant to in accordance with the first proviso to of the definition of Specially Serviced Mortgage Loan, the Special Servicer's obligation to service such Mortgage Loan shall terminate and the obligations of the Servicer to service and administer such Mortgage Loan as a Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Borrower has been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct such the related Borrower to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Servicer.