Controlling Holder definition

Controlling Holder means, as of any date of determination:

Controlling Holder. At any time, the Holder of the majority of the Class Principal Amount of the Class B-5 Certificates or, if the Class Principal Amount of the Class B-5 Certificates has been reduced to zero, the holder of the majority of the Class Principal Amount of the Class B-4 Certificates. If the Class Principal Amount of the Class B-4 Certificates has been reduced to zero, then no entity will have any rights under this Agreement as a Controlling Holder. Neither the Depositor nor the Seller shall be a Controlling Holder.

Controlling Holder shall have the meaning assigned to such term in Section 20(d) of this Agreement.

Examples of Controlling Holder in a sentence

• The Trustee shall provide notice to the Controlling Holder prior to taking any such action.

• The Controlling Holder, if any, also may engage legal counsel to assess the legality of such governmental entity’s proposed exercise of its power of eminent domain to acquire the Mortgage Loan to determine whether there are bona fide legal grounds for contesting such acquisition (without regard to issues relating to the amount of compensation to be paid) (each such determination referred to herein as a “legality determination”).

• If, as a result of such review, the Controlling Holder determines that the offered payment does not constitute the Fair Value of the Mortgage Loan or that there may be bona fide legal grounds to contest such proposed acquisition, then the Controlling Holder may contest such acquisition through appropriate legal proceedings.

• The Controlling Holder, if any, may also engage a third party to review each such Mortgage Loan to determine whether the payment offered by such governmental entity for the Mortgage Loan is the fair market value (the “Fair Value”) of such Mortgage Loan.

• Each of the Master Servicer and the Special Servicer further acknowledges and agrees that the AB Whole Loan Controlling Holder will have the right to replace the Special Servicer solely with respect to the related AB Whole Loan to the extent provided for herein and in the related Intercreditor Agreement.

More Definitions of Controlling Holder

Controlling Holder and “Control Note” shall mean as of any date of determination, the Directing Note B Holder and the Note B held by the Directing Note B Holder, unless (i) a Control Appraisal Event has occurred or (ii) the Directing Note B Holder is a Borrower Party, in which case the “Controlling Holder” and “Control Note” shall be the Lead Note A Holder and Lead Note A, respectively. Notwithstanding anything to the contrary herein, if the Aggregate Note A Principal Balance has been reduced to zero pursuant to application of distributions pursuant to Sections 3, 4 and/or 5 hereof, as the case may be, “Controlling Holder” and “Control Note” shall mean the Directing Note B Holder and the Note B held by the Directing Note B Holder, and thereafter no change in the Controlling Holder shall be effected by reason of a Control Appraisal Event. The terms “Non-Controlling Holder” and “Non-Control Note” shall mean a Holder that is not the Controlling Holder and a Note that is not the Control Note, respectively. If more than one Person shall hold a direct interest in a Non-Control Note, the holder(s) of more than 50% of the principal amount of such Note shall designate by written notice to the other Holders one of such Persons (with respect to such Non-Control Note, the “Majority Note Holder”) to act on behalf of all such Persons holding an interest in such Note. The Majority Note Holder with respect to any Non-Control Note shall have the sole right to receive any notices which are required to be given or which may be given to the Holder of such Note pursuant to this Agreement and to exercise the rights and power given to the Holder of such Note hereunder subject to Section 10 of this Agreement, including any approval rights of the Holder of such Note; provided, that until the Majority Note Holder has been so designated, the last Person known to the Lead Note A Holder or the Controlling Holder, as the case may be, to hold more than a 50% direct interest in any Non-Control Note, as applicable, shall be deemed to be the Majority Note Holder with respect to such Note. Once the Majority Note Holder has been designated hereunder with respect to any Non-Control Note, each Holder shall be entitled to rely on such designation until it has received written notice from the holder(s) of more than 50% of the principal amount of such Note of the designation of a different Person to act as the Majority Note Holder with respect thereto. If any Borrower Party owns the entirety or a majority of any No...

Controlling Holder. At any time, any Affiliate of the Depositor other than the Seller, so long as such entity is the Holder of the majority of the Class Principal Amount of the most subordinate Class of Certificates then outstanding with a Class Principal Amount greater than zero; if an Affiliate of the Depositor other than the Seller is no longer the Holder of such Certificates, then no entity will have any rights under this Agreement as a Controlling Holder. Neither the Depositor nor the Seller shall be a Controlling Holder.

Controlling Holder means, the holder of any Promissory Note or Participation Interest, to the extent that such holder has the full power, authority and discretion to service (or cause to be serviced) the related Mortgage Loan and/or Mezzanine Loan and to direct servicing actions with respect thereto (including, without limitation, to modify and amend the terms thereof and to pursue remedies and enforcement actions) without the consent of any other Person (including, without limitation, any holder of a companion Promissory Note or companion Participation Interest).

Controlling Holder means as of any date of determination, (i) the Note B Holder, unless (x) a Control Appraisal Event has occurred and is continuing or (y) the Note B Holder is a Mortgage Loan Borrower Related Party, or (ii) if a Control Appraisal Event has occurred and is continuing with respect to Note B, or if the Note B Holder is a Mortgage Loan Borrower Related Party, the Note A-1 Holder. As of the Closing Date, the Controlling

Controlling Holder means each of (i) the Essex Stockholders and (ii) the S&N Stockholders (in each case, as identified on the Schedule of Investors), so long as such Holders continue to hold Registrable Securities.

Controlling Holder means each of the Controlling Holders as identified on the Schedule of Holders, so long as such Holders continue to hold Registrable Securities.

Controlling Holder means, as of any date of determination, the Holder of the Note bearing the designation “A-1-1”: