Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the Master Servicer no later than Special Servicer Remittance Date for each month, the CREFC® Special Servicer Loan File, in such electronic format as is mutually acceptable to the Master Servicer and the Special Servicer and in CREFC® format. The Master Servicer may use such reports or information contained therein to prepare its reports and the Master Servicer shall forward such reports directly to the Depositor and the Certificate Administrator. (b) The Special Servicer shall maintain accurate records, prepared by a Special Servicing Officer, of each Final Recovery Determination with respect to any Mortgage Loan, B Note, Serviced Companion Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian and the Master Servicer no later than the tenth (10th) Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the Master Servicer, at the reasonable request in writing of the Master Servicer, any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer shall require in order for the Master Servicer to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer shall provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the Master Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than twenty (20) days after any calendar month end, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business for such related calendar month end, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the related calendar month the aggregate of deposits into and withdrawals from each REO Account. (e) With respect to Specially Serviced Mortgage Loans and REO Properties, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master Servicer (and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period)), on or before April 15 of each year, commencing with April 15, 2013, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the Depositor, the Certificate Administrator, the Trustee and the Custodian all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the Trustee, the Certificate Administrator or the Depositor may from time to time reasonably request; provided that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the Certificate Administrator or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each Mortgaged Property securing a Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)). (h) The Special Servicer shall prepare a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred to the Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;

Appears in 6 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2013-C7), Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2013-C8), Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2013-C8)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the Master Servicer no later than Special Servicer Remittance Date for each month, the CREFC® Special Servicer Loan File, in such electronic format as is mutually acceptable to the Master Servicer and the Special Servicer and in CREFC® format. The Master Servicer may use such reports or information contained therein to prepare its reports and the Master Servicer shall forward such reports directly to the Depositor and the Certificate Administrator. (b) The Special Servicer shall maintain accurate records, prepared by a Special Servicing Officer, of each Final Recovery Determination with respect to any Mortgage Loan (other than any Non-Serviced Mortgage Loan), B Note, Serviced Companion Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian and the Master Servicer no later than the tenth (10th) Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the Master Servicer, at the reasonable request in writing of the Master Servicer, any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer shall require in order for the Master Servicer to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer shall provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the ~~Master~~ Special Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than twenty (20) days after any calendar month end, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business for such related calendar month end, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the related calendar month the aggregate of deposits into and withdrawals from each REO Account. (e) With respect to Specially Serviced Mortgage Loans and REO Properties, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master Servicer (and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period)), on or before April 15 of each year, commencing with April 15, ~~2013~~2014, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, ~~2013~~ 2014 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the Depositor, the Certificate Administrator, the Trustee and the Custodian all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the Trustee, the Certificate Administrator or the Depositor may from time to time reasonably request; provided that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Specially Serviced Mortgage Loans except if any Person (other than the Certificate Administrator or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each Mortgaged Property securing a Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)). (h) The Special Servicer shall prepare a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred to the Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;

Appears in 6 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2014-C14), Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2014-C14), Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2014-C15)

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Trust 2004-Top16), Pooling and Servicing Agreement (Morgan Stanley Capital I Trust Series 2004-Top15), Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Trust 2004-Top16)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the Master Servicer no later than Special Servicer Remittance Date for each month, the CREFC® Special Servicer Loan File, in such electronic format as is mutually acceptable to the Master Servicer and the Special Servicer and in CREFC® format. The Master Servicer may use such reports or information contained therein to prepare its reports and the Master Servicer shall forward such reports directly to the Depositor and the Certificate Administrator. (b) The Special Servicer shall maintain accurate records, prepared by a Special Servicing Officer, of each Final Recovery Determination with respect to any Mortgage Loan (other than any Non-Serviced Mortgage Loan), B Note, Serviced Companion Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian and the Master Servicer no later than the tenth (10th) Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the Master Servicer, at the reasonable request in writing of the Master Servicer, any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer shall require in order for the Master Servicer to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer shall provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the Master Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than twenty (20) days after any calendar month end, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business for such related calendar month end, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the related calendar month the aggregate of deposits into and withdrawals from each REO Account. (e) With respect to Specially Serviced Mortgage Loans and REO Properties, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master Servicer (and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period)), on or before April 15 of each year, commencing with April 15, 2013, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the Depositor, the Certificate Administrator, the Trustee and the Custodian all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the Trustee, the Certificate Administrator or the Depositor may from time to time reasonably request; provided that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the Certificate Administrator or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each Mortgaged Property securing a Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)). (h) The Special Servicer shall prepare a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred to the Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;to

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2013-C11), Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2013-C12), Pooling and Servicing Agreement (COMM 2013-Lc13 Mortgage Trust)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the Master Servicer no later than Special Servicer Remittance Date for each month, the ~~CREFC®~~ CREFC Special Servicer Loan File, in such electronic format as is mutually acceptable to the Master Servicer and the Special Servicer and in ~~CREFC®~~ CREFC format. The Master Servicer may use such reports or information contained therein to prepare its reports and the Master Servicer shall forward such reports directly to the Depositor and the Certificate Administrator. (b) The Special Servicer shall maintain accurate records, prepared by a Special Servicing Officer, of each Final Recovery Determination with respect to any Mortgage Loan, B Note, Serviced Companion Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate ~~Administrator, the Custodian~~ Administrator and the Master Servicer no later than the tenth (10th) Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee~~, the Custodian~~, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the Master Servicer, at the reasonable request in writing of the Master Servicer, any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer shall require in order for the Master Servicer to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer shall provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the Master Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than twenty (20) days after any calendar month end, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business for such related calendar month end, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the related calendar month the aggregate of deposits into and withdrawals from each REO Account. (e) With respect to Specially Serviced Mortgage Loans and REO Properties, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master Servicer (and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period)), on or before April 15 of each year, commencing with April 15, 2013, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the Depositor, the Certificate ~~Administrator,~~ Administrator and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the Trustee, the Certificate Administrator or the Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the Certificate Administrator or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each Mortgaged Property securing a Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)). (h) The Special Servicer shall prepare a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred to the Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2012-C4), Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2012-C4), Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2012-C4)

Certain Special Servicer Reports. (a) The Special ~~Servicer~~Servicers, for each Specially Serviced Mortgage Loan, shall provide to the applicable Master Servicer ~~no later than Special Servicer Remittance~~ by 2:00 p.m. (New York time) on the date that is one Business Day after the Determination Date for each month, the ~~CREFC®~~ CMSA Special Servicer Loan ~~File,~~ File in such electronic format as is mutually acceptable to ~~the~~ each applicable Master Servicer and ~~the~~ each applicable Special Servicer and in ~~CREFC®~~ CMSA format. The applicable Master Servicer may use such reports or information contained therein to prepare its reports and ~~the~~ such Master Servicer ~~shall~~ may, at its option, forward such reports directly to the Depositor and the ~~Certificate Administrator~~Rating Agencies. (b) The Special ~~Servicer~~ Servicers shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian Operating Adviser and the applicable Master Servicer no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special ~~Servicer~~ Servicers shall provide to the applicable Master ~~Servicer,~~ Servicer or the Trustee at the reasonable request in writing of such Master Servicer or the ~~Master Servicer~~Trustee, any information in its possession with respect to the Specially Serviced Mortgage Loans which the applicable Master Servicer or Trustee, as the case may be, shall require in order for the applicable Master Servicer or the Trustee to comply with its obligations under this Agreement; provided that the applicable Special Servicer shall not be required to take any action or provide any information that the applicable Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The applicable Master Servicer shall provide the applicable Special Servicer at the reasonable request of the applicable Special Servicer any information in its possession with respect to the Mortgage Loans which ~~the Master~~ such Special Servicer shall require in order for ~~the~~ such Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~each Special Servicer Remittance Date, the Special Servicer shall forward to the applicable Master Servicer a statement setting forth the status of each REO Account as of the close of business ~~for~~ on such ~~related calendar month end~~Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by ~~the~~ such Special Servicer have been made (or, if any required distribution has not been made by ~~the~~ such Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to such Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) With respect to Specially Serviced Mortgage ~~Loans and REO Properties~~Loans, the Special ~~Servicer~~ Servicers shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master ~~Servicer~~ Servicers (subject to Section 8.14 herein), the Trustee, the Rating Agencies and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser, on or before April 15 of each year, commencing with April 15, ~~2013~~2007, (i) copies of the prior year operating statements ~~and~~ and, except with respect to the Co-op Mortgage Loans, quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll with respect to Mortgage Loans other than Co-op Mortgage Loans, available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special ~~Servicer~~ Servicers shall deliver to the applicable Master Servicer, the Depositor, the ~~Certificate Administrator,~~ Paying Agent and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the applicable Master ~~Servicer~~Servicers, the Trustee, the ~~Certificate Administrator~~ Paying Agent or the Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the applicable Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the ~~Certificate Administrator~~ Paying Agent or the Trustee) requesting such report pays a reasonable fee to be determined by the applicable Special Servicer. (g) The applicable Special Servicer shall deliver electronically a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section ~~9.3(b~~9.4(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser. (h) ~~The~~ Notwithstanding anything to the contrary herein, as a condition to such Special Servicer ~~shall prepare a~~ making any report (or information available upon request to any Person other than the ~~“Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver~~ parties hereto or any Operating Adviser, such ~~Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the~~ Special Servicer may require that ~~is reasonably necessary to make a decision regarding~~ the ~~Asset Status Report,~~ recipient of such information acknowledge that such Special Servicer may contemporaneously provide such information to the ~~Controlling Class Representative (during~~ Depositor, the Trustee, the Master Servicers, the Primary Servicer, the Sellers, the Placement Agent, any ~~Subordinate Control Period and~~ Underwriter, any ~~Collective Consultation Period)~~ Rating Agency, and/or the Certificateholders or Certificate Owners. Any transmittal of information by a Special Servicer to any ~~related Loan~~Person other than the Trustee, the Master Servicers, any Primary Servicer, the 2007-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the HQ11 Master Servicer, the ~~Certificate Administrator~~Rating Agencies, the ~~17g-5 Information Provider and~~Operating Adviser or the Depositor may be accompanied by a letter from the applicable Special Servicer containing the following provision: "By receiving the information set forth herein, ~~during~~ you hereby acknowledge and agree that the United States securities laws restrict any ~~Collective Consultation Period and any Senior Consultation Period~~Person who possesses material, non-public information regarding the Trust ~~Advisor~~ which issued Morgan Stanley Capital I Inc., Commercial Mortgage Pass-Throxxx Xxrxxxxxxxes, Series 2007-IQ13 from purchasing or selling such Certificates in circumstances where the other party to the transaction is not ~~later than forty-five (45) days after the servicing~~ also in possession of such ~~Mortgage Loan~~ information. You also acknowledge and agree that such information is ~~transferred~~ being provided to you for the ~~Special Servicer. Such Asset Status Report shall set forth the following~~ purpose of, and such information ~~to the extent reasonably determinable: (i) a summary of the status~~ may be used only in connection with, evaluation by you or another Certificateholder, Certificate Owner or prospective purchaser of such ~~Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;~~Certificates or beneficial interest therein."

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2007-Iq13), Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2007-Iq13), Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2007-Iq13)

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Ii Inc), Pooling and Servicing Agreement (Morgan Stan Dean Wit Cap Com Mort Ps THR CRTS Ser 2003-Top13), Pooling and Servicing Agreement (Bear Stearns Commercial Mort Sec Tru 2003-Top12)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the Master Servicer no later than Special Servicer Remittance Date for each month, the CREFC® Special Servicer Loan File, in such electronic format as is mutually acceptable to the Master Servicer and the Special Servicer and in CREFC® format. The Master Servicer may use such reports or information contained therein to prepare its reports and the Master Servicer shall forward such reports directly to the Depositor and the Certificate Administrator. (b) The Special Servicer shall maintain accurate records, prepared by a Special Servicing Officer, of each Final Recovery Determination with respect to any Mortgage Loan (other than any Non-Serviced Mortgage Loan), B Note, Serviced Companion Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian and the Master Servicer no later than the tenth (10th) Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the Master Servicer, at the reasonable request in writing of the Master Servicer, any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer shall require in order for the Master Servicer to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer shall provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the ~~Master~~ Special Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than twenty (20) days after any calendar month end, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business for such related calendar month end, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the related calendar month the aggregate of deposits into and withdrawals from each REO Account. (e) With respect to Specially Serviced Mortgage Loans and REO Properties, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master Servicer (and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period)), on or before April 15 of each year, commencing with April 15, ~~2013~~2015, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, ~~2013~~ 2015 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the Depositor, the Certificate Administrator, the Trustee and the Custodian all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the Trustee, the Certificate Administrator or the Depositor may from time to time reasonably request; provided that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Specially Serviced Mortgage Loans except if any Person (other than the Certificate Administrator or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each Mortgaged Property securing a Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)). (h) The Special Servicer shall prepare a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred to the Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2014-C16), Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2014-C14), Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2014-C16)

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2004 IQ8), Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2004 IQ8)

Certain Special Servicer Reports. (a) The Special Servicer, in the case of any Specially Serviced Mortgage Loans will deliver, at such times as are in Section 8.14(f), the reports set forth in Section 8.14(f) and will include a Specially Serviced Loan Detail Report which shall contain a narrative description for each Specially Serviced Mortgage ~~Loan, shall provide to~~ Loan of the ~~Master Servicer no later than Special Servicer Remittance Date for each month,~~ current status of such Mortgage Loan any additional reports as may be reasonably agreed upon by the ~~CREFC® Special Servicer Loan File, in such electronic format as is mutually acceptable to the Master Servicer~~ Operating Adviser and the Special Servicer ~~and in CREFC® format. The Master Servicer may use such reports or information contained therein to prepare its reports and~~ for a reasonable fee payable by the ~~Master Servicer shall forward such reports directly to the Depositor and the Certificate Administrator~~Operating Adviser. (b) The Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the ~~Controlling Class Representative~~ Master Servicer and the Operating Adviser (~~during any Subordinate Control Period and any Collective Consultation Period)~~or if no Operating Adviser has been elected, the ~~Trust Advisor (other than during any Subordinate Control Period),~~ Majority Certificateholder of the ~~Certificate Administrator, the Custodian and the Master Servicer~~ Controlling Class) no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) ~~The Special Servicer shall provide to the Master Servicer~~In addition, at the reasonable request in writing of the Master Servicer, any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer shall require in order for the Master Servicer to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer shall provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the Master Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not no later than ~~twenty (20)~~ 30 days after ~~any calendar month end~~a Servicing Transfer Event for a Mortgage Loan, the Special Servicer shall ~~forward~~ deliver to each Rating Agency and the ~~Master Servicer a statement setting forth~~ Operating Adviser (or if no 133 Operating Adviser has been elected, the ~~status of each REO Account as~~ Majority Certificateholder of the close of business for such related calendar month end, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the related calendar month the aggregate of deposits into and withdrawals from each REO Account. (e) With respect to Specially Serviced Mortgage Loans and REO Properties, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master Servicer (and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period)), on or before April 15 of each year, commencing with April 15, 2013, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (iiClass) a ~~copy of~~ report (the ~~most recent rent roll available for each Mortgaged Property, and (iii~~"Asset Status Report") a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the Depositor, the Certificate Administrator, the Trustee and the Custodian all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the Trustee, the Certificate Administrator or the Depositor may from time to time reasonably request; provided that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the Certificate Administrator or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each Mortgaged Property securing a Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)). (h) The Special Servicer shall prepare a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred to the Special ServicerMortgaged Property. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor; (ii) the most current rent roll and income or operating statement available for the related Mortgaged Property; (iii) upon receipt of an Appraisal, the Appraised Value of the Mortgaged Property together with the assumptions used in the calculation thereof; and (iv) such other information as the Special Servicer deems relevant in light of the Servicing Standard. (d) The Special Servicer will provide a summary of whether it intends to foreclose or work out the Mortgage Loan.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc), Pooling and Servicing Agreement (Morgan Stanley Capital I Inc Com Mort Ps THR Cer Se 1998-Cf1)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the Master Servicer ~~no later than Special Servicer Remittance~~ and the Paying Agent one (1) Business Day after the Determination Date for each month, the ~~CREFC®~~ CMSA Special Servicer Loan ~~File,~~ File in such electronic format as is mutually acceptable to the Master Servicer and the Special Servicer and in ~~CREFC®~~ CMSA format. The Master Servicer and the Paying Agent may use such reports or information contained therein to prepare its reports and the Master Servicer ~~shall~~ may, at its option, forward such reports directly to the Depositor and the ~~Certificate Administrator~~Rating Agencies. (b) The Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the ~~Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period)~~Operating Adviser, the ~~Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian~~ Paying Agent and the Master Servicer no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the Master ~~Servicer,~~ Servicer or the Paying Agent at the reasonable request in writing of the Master ~~Servicer~~Servicer or the Paying Agent, any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer or Paying Agent, as the case may be, shall require in order for the Master Servicer or the Paying Agent to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer shall provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the Master Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~each Special Servicer Remittance Date, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business ~~for~~ on such ~~related calendar month end~~Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to such Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) ~~With respect to Specially Serviced Mortgage Loans and REO Properties, the~~ The Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically using the ARCap Naming Convention to the Master ~~Servicer (~~Servicer, the Paying Agent, the Rating Agencies and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser, on or before April 15 of each year, commencing with April 15, ~~2013~~2005, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, ~~2013~~ 2005 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the ~~Certificate Administrator~~Paying Agent, the Rating Agencies ~~(subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period)~~ and the ~~Trust Advisor (other than during any Subordinate Control Period),~~ Operating Adviser as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the Depositor, the ~~Certificate Administrator,~~ Paying Agent and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the Trustee, the ~~Certificate Administrator~~ Paying Agent or the Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the ~~Certificate Administrator~~ Paying Agent or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically using the ARCap Naming Convention a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section ~~9.3(b~~9.4(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser. (h) The Special Servicer shall prepare a report (the “"Asset Status Report”") recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, Report to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, Operating Adviser and the Master ~~Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor~~ Servicer not later than ~~forty-five (45)~~ 45 days after the servicing of such Mortgage Loan is transferred to the Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor; (ii) a discussion of the legal and environmental considerations reasonably known to the Special Servicer (including without limitation by reason of any Phase I Environmental Assessment and any additional environmental testing contemplated by Section 9.12(c)), consistent with the Servicing Standard, that are applicable to the exercise of remedies set forth herein and to the enforcement of any related guaranties or other collateral for the related Specially Serviced Mortgage Loan and whether outside legal counsel has been retained; (iii) the most current rent roll and income or operating statement available for the related Mortgaged Property or Mortgaged Properties; (iv) a summary of the applicable Special Servicer's recommended action with respect to such Specially Serviced Mortgage Loan; (v) the Appraised Value of the related Mortgaged Property or Mortgaged Properties, together with the assumptions used in the calculation thereof (which the Special Servicer may satisfy by providing a copy of the most recently obtained Appraisal); and (vi) such other information as the applicable Special Servicer deems relevant in light of the Servicing Standard. If (i) the Operating Adviser affirmatively approves in writing an Asset Status Report, (ii) after ten Business Days from receipt of an Asset Status Report the Operating Adviser does not object to such Asset Status Report or (iii) within ten (10) Business Days after receipt of an Asset Status Report the Operating Adviser objects to such Asset Status Report and the Special Servicer makes a determination in accordance with the Servicing Standard that such objection is not in the best interest of all the Certificateholders, as a collective whole, the Special Servicer shall take the recommended actions described in the Asset Status Report. If within ten (10) Business Days after receipt of an Asset Status Report the Operating Adviser objects to such Asset Status Report and the Special Servicer does not make a determination in accordance with the Servicing Standard that such objection is not in the best interest of all the Certificateholders, as a collective whole, then the Special Servicer shall revise such Asset Status Report as soon as practicable thereafter, but in no event later than 30 days after the objection to the Asset Status Report by the Operating Adviser. The Special Servicer shall revise such Asset Status Report as provided in the prior sentence until the earliest of (a) the delivery by the Operating Adviser of an affirmative approval in writing of such revised Asset Status Report, (b) the failure of the Operating Adviser to disapprove such revised Asset Status Report in writing within ten (10) Business Days of its receipt thereof; or (c) the passage of ninety (90) days from the date of preparation of the initial version of the Asset Status Report. Following the earliest of such events, the Special Servicer shall implement the recommended action as outlined in the most recent version of such Asset Status Report (provided that the Special Servicer shall not take any action that is contrary to applicable law or the terms of the applicable Mortgage Loan documents). The Special Servicer may, from time to time, modify any Asset Status Report it has previously delivered and implement the new action in such revised report so long as such revised report has been prepared, reviewed and either approved or not rejected as provided above. Notwithstanding the prior paragraph, the Special Servicer may take any action set forth in an Asset Status Report before the expiration of the ten (10) Business Day period during which the Operating Adviser may reject such report if (A) the Special Servicer has reasonably determined that failure to take such action would materially and adversely affect the interests of the Certificateholders, as a collective whole, and (B) it has made a reasonable effort to contact the Operating Adviser. The Special Servicer may not take any action inconsistent with an Asset Status Report that has been adopted as provided above, unless such action would be required in order to act in accordance with the Servicing Standard. If the Special Servicer takes any action inconsistent with an Asset Status Report that has been adopted as provided above, the Special Servicer shall promptly notify the Operating Adviser of such inconsistent action and provide a reasonably detailed explanation of the reasons therefor. The Special Servicer shall deliver to the Master Servicer, the Operating Adviser and each Rating Agency a copy of each Asset Status Report that has been adopted as provided above, in each case with reasonable promptness following such adoption. Notwithstanding anything herein to the contrary: (i) the Special Servicer shall have no right or obligation to consult with or to seek and/or obtain consent or approval from any Operating Adviser prior to acting (and provisions of this Agreement requiring such consultation, consent or approval shall be of no effect) during the period following any resignation or removal of an Operating Adviser and before a replacement is selected; and (ii) no advice, direction or objection from or by the Controlling Class Representative, as contemplated by Section 9.39 or any other provision of this Agreement, may (and the applicable Special Servicer shall ignore and act without regard to any such advice, direction or objection that such Special Servicer has determined, in its reasonable, good faith judgment, would): (A) require or cause such Special Servicer to violate applicable law, the terms of any Mortgage Loan or any other Section of this Agreement, including the applicable Special Servicer's obligation to act in accordance with the Servicing Standard, (B) result in an Adverse REMIC Event with respect to any REMIC Pool or an Adverse Grantor Trust Event with respect to either Grantor Trust Pool, (C) expose the Trust, the Depositor, the Master Servicer, the Special Servicer, the Fiscal Agent, the Certificate Administrator, the Trustee or any of their respective Affiliates, members, managers, officers, directors, employees or agents, to any material claim, suit or liability or (D) materially expand the scope of the Master Servicer's or Special Servicer's responsibilities under this Agreement.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2005 TOP 17), Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2005 TOP 17)

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Trust 2005-Top18), Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Trust 2005-Top18)

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Dean Witter Capital I Inc), Pooling and Servicing Agreement (Morgan Stanley Dean Witter Capital I Inc)

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Trust 2001-Top4), Pooling and Servicing Agreement (Morgan Stanley Dean Witter Cap I Inc Dep for Series 2001-Top)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the Master Servicer no later than Special Servicer Remittance Date for each month, the ~~CREFC®~~ CREFC Special Servicer Loan File, in such electronic format as is mutually acceptable to the Master Servicer and the Special Servicer and in ~~CREFC®~~ CREFC format. The Master Servicer may use such reports or information contained therein to prepare its reports and the Master Servicer shall forward such reports directly to the Depositor and the Certificate Administrator. (b) The Special Servicer shall maintain accurate records, prepared by a Special Servicing Officer, of each Final Recovery Determination with respect to any Mortgage Loan, B Note, Serviced Companion Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian and the Master Servicer no later than the tenth (10th) Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the Master Servicer, at the reasonable request in writing of the Master Servicer, any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer shall require in order for the Master Servicer to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer shall provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the Master Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than twenty (20) days after any calendar month end, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business for such related calendar month end, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the related calendar month the aggregate of deposits into and withdrawals from each REO Account. (e) With respect to Specially Serviced Mortgage Loans and REO Properties, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master Servicer (and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period)), on or before April 15 of each year, commencing with April 15, 2013, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the Depositor, the Certificate Administrator, the Trustee and the Custodian all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the Trustee, the Certificate Administrator or the Depositor may from time to time reasonably request; provided that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the Certificate Administrator or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each Mortgaged Property securing a Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)). (h) The Special Servicer shall prepare a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred to the Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2012-C5), Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2012-C5)

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Dean Witter Capital I Inc Ser 2003 Top9), Pooling and Servicing Agreement (Morgan Stanley Dean Witter Capital I Inc Ser 2003 Top9)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the Master Servicer no later than Special Servicer Remittance Date for each month, the CREFC® Special Servicer Loan File, in such electronic format as is mutually acceptable to the Master Servicer and the Special Servicer and in CREFC® format. The Master Servicer may use such reports or information contained therein to prepare its reports and the Master Servicer shall forward such reports directly to the Depositor and the Certificate Administrator. (b) The Special Servicer shall maintain accurate records, prepared by a Special Servicing Officer, of each Final Recovery Determination with respect to any Mortgage Loan (other than any Non-Serviced Mortgage Loan), B Note, Serviced Companion Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian and the Master Servicer no later than the tenth (10th) Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the Master Servicer, at the reasonable request in writing of the Master Servicer, any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer shall require in order for the Master Servicer to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer shall provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the ~~Master~~ Special Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than twenty (20) days after any calendar month end, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business for such related calendar month end, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the related calendar month the aggregate of deposits into and withdrawals from each REO Account. (e) With respect to Specially Serviced Mortgage Loans and REO Properties, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master Servicer (and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period)), on or before April 15 of each year, commencing with April 15, ~~2013~~2014, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; ~~provided,~~ provided that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, ~~2013~~ 2014 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the Depositor, the Certificate Administrator, the Trustee and the Custodian all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the Trustee, the Certificate Administrator or the Depositor may from time to time reasonably request; provided that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Specially-Serviced Mortgage Loans except if any Person (other than the Certificate Administrator or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each Mortgaged Property securing a Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)). (h) The Special Servicer shall prepare a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred to the Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2013-C12), Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2013-C10)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Dean Witter Capital I Inc Series 2000 Life1)

Certain Special Servicer Reports. (a) The Special ~~Servicer~~Servicers, for each Specially Serviced Mortgage Loan, shall provide to the applicable Master Servicer ~~no later than Special Servicer Remittance~~ by 2:00 p.m. (New York time) on the date that is one Business Day after the Determination Date for each month, the ~~CREFC®~~ CMSA Special Servicer Loan ~~File,~~ File in such electronic format as is mutually acceptable to ~~the~~ each applicable Master Servicer and ~~the~~ each applicable Special Servicer and in ~~CREFC®~~ CMSA format. The applicable Master Servicer may use such reports or information contained therein to prepare its reports and ~~the~~ such Master Servicer ~~shall~~ may, at its option, forward such reports directly to the Depositor and the ~~Certificate Administrator~~Rating Agencies. (b) The Special ~~Servicer~~ Servicers shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the ~~Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period)~~Operating Adviser, the ~~Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian~~ Paying Agent and the applicable Master Servicer no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special ~~Servicer~~ Servicers shall provide to the applicable Master ~~Servicer,~~ Servicer or the Paying Agent at the reasonable request in writing of such Master Servicer or the ~~Master Servicer~~Paying Agent, any information in its possession with respect to the Specially Serviced Mortgage Loans which the applicable Master Servicer or Paying Agent, as the case may be, shall require in order for the applicable Master Servicer or the Paying Agent to comply with its obligations under this Agreement; provided that the applicable Special Servicer shall not be required to take any action or provide any information that the applicable Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The applicable Master Servicer shall provide the applicable Special Servicer at the reasonable request of the applicable Special Servicer any information in its possession with respect to the Mortgage Loans which ~~the Master~~ such Special Servicer shall require in order for ~~the~~ such Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~each Special Servicer Remittance Date, the applicable Special Servicer shall forward to the applicable Master Servicer a statement setting forth the status of each REO Account as of the close of business ~~for~~ on such ~~related calendar month end~~Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by ~~the~~ such Special Servicer have been made (or, if any required distribution has not been made by ~~the~~ such Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to such Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) With respect to Specially Serviced Mortgage ~~Loans and REO Properties~~Loans, the Special ~~Servicer~~ Servicers shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master ~~Servicer~~ Servicers (subject to Section 8.14 herein), the Paying Agent, the Rating Agencies and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser, on or before April 15 of each year, commencing with April 15, ~~2013~~2007, (i) copies of the prior year operating statements ~~and~~ and, except with respect to the Co-op Mortgage Loans, quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll with respect to Mortgage Loans other than Co-op Mortgage Loans, available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special ~~Servicer~~ Servicers shall deliver to the applicable Master ~~Servicer~~Servicers, the Depositor, the ~~Certificate Administrator,~~ Paying Agent and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the applicable Master ~~Servicer~~Servicers, the Trustee, the ~~Certificate Administrator~~ Paying Agent or the Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the applicable Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the ~~Certificate Administrator~~ Paying Agent or the Trustee) requesting such report pays a reasonable fee to be determined by the applicable Special Servicer. (g) The applicable Special Servicer shall deliver electronically a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section ~~9.3(b~~9.4(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser. (h) ~~The~~ Notwithstanding anything to the contrary herein, as a condition to each Special Servicer ~~shall prepare a~~ making any report (or information available upon request to any Person other than the ~~“Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver~~ parties hereto or any Operating Adviser, such ~~Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the~~ Special Servicer may require that ~~is reasonably necessary to make a decision regarding~~ the ~~Asset Status Report,~~ recipient of such information acknowledge that such Special Servicer may contemporaneously provide such information to the ~~Controlling Class Representative (during~~ Depositor, the Trustee, the Paying Agent, the Master Servicers, the Primary Servicer, the Sellers, the Placement Agent, any ~~Subordinate Control Period and~~ Underwriter, any ~~Collective Consultation Period)~~ Rating Agency, and/or the Certificateholders, Certificate Owners or ~~any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which~~ the ~~holder~~ holders of ~~the related B Note or~~ each Serviced Companion Loan, as applicable. Any transmittal of information by a Special Servicer to any Person other than the Trustee, ~~or its designee is~~ the ~~related Loan-Specific Directing Holder)~~Paying Agent, ~~as applicable, and~~ the Master Servicers, any Primary Servicer, the ~~Certificate Administrator~~Rating Agencies, the ~~17g-5 Information Provider and~~Operating Adviser or the Depositor may be accompanied by a letter from the applicable Special Servicer containing the following provision: "By receiving the information set forth herein, ~~during~~ you hereby acknowledge and agree that the United States securities laws restrict any ~~Collective Consultation Period and any Senior Consultation Period~~Person who possesses material, non-public information regarding the Trust ~~Advisor~~ which issued Morgan Stanley Capital I Inc., Commercial Mortgage Pass-Txxxxxx Xxxxxxxcates, Series 2006-IQ11 from purchasing or selling such Certificates in circumstances where the other party to the transaction is not ~~later than forty-five (45) days after the servicing~~ also in possession of such ~~Mortgage Loan~~ information. You also acknowledge and agree that such information is ~~transferred~~ being provided to you for the ~~Special Servicer. Such Asset Status Report shall set forth the following~~ purpose of, and such information ~~to the extent reasonably determinable: (i) a summary of the status~~ may be used only in connection with, evaluation by you or another Certificateholder, Certificate Owner or prospective purchaser of such ~~Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;~~Certificates or beneficial interest therein."

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2006-Iq11)

Certain Special Servicer Reports. (a) The applicable Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the applicable Master Servicer ~~no later than Special Servicer Remittance~~ by 2:00 p.m. (New York time) on the date that is one Business Day after the Determination Date for each month, the ~~CREFC®~~ CMSA Special Servicer Loan ~~File,~~ File in such electronic format as is mutually acceptable to ~~the~~ each applicable Master Servicer and the applicable Special Servicer and in ~~CREFC®~~ CMSA format. The applicable Master Servicer may use such reports or information contained therein to prepare its reports and ~~the~~ such Master Servicer ~~shall~~ may, at its option, forward such reports directly to the Depositor and the ~~Certificate Administrator~~Rating Agencies. (b) The applicable Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the ~~Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period)~~Operating Adviser, the ~~Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian~~ Paying Agent and the applicable Master Servicer no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The applicable Special Servicer shall provide to the applicable Master ~~Servicer,~~ Servicer or the Paying Agent at the reasonable request in writing of such Master Servicer or the ~~Master Servicer~~Paying Agent, any information in its possession with respect to the Specially Serviced Mortgage Loans which the applicable Master Servicer or Paying Agent, as the case may be, shall require in order for the applicable Master Servicer or the Paying Agent to comply with its obligations under this Agreement; provided that ~~the~~ such Special Servicer shall not be required to take any action or provide any information that ~~the~~ such Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The applicable Master Servicer shall provide the applicable Special Servicer at the reasonable request of ~~the~~ such Special Servicer any information in its possession with respect to the Mortgage Loans which ~~the Master~~ such Special Servicer shall require in order for ~~the~~ such Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~each Special Servicer Remittance Date, the applicable Special Servicer shall forward to the applicable Master Servicer a statement setting forth the status of each REO Account as of the close of business ~~for~~ on such ~~related calendar month end~~Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by ~~the~~ such Special Servicer have been made (or, if any required distribution has not been made by ~~the~~ such Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to such Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) With respect to Specially Serviced Mortgage ~~Loans and REO Properties~~Loans, the applicable Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master ~~Servicer~~ Servicers (subject to Section 8.14 herein), the Paying Agent, the Rating Agencies and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser, on or before April 15 of each year, commencing with April 15, ~~2013~~2008, (i) copies of the prior year operating statements ~~and~~ and, except with respect to the Co-op Mortgage Loans, quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll with respect to Mortgage Loans other than Co-op Mortgage Loans, available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The applicable Special Servicer shall deliver to the applicable Master Servicer, the Depositor, the ~~Certificate Administrator,~~ Paying Agent and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the applicable Master ~~Servicer~~Servicers, the Trustee, the ~~Certificate Administrator~~ Paying Agent or the Depositor may from time to time reasonably request; ~~provided~~ provided, however, that ~~the~~ such Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the ~~Certificate Administrator~~ Paying Agent or the Trustee) requesting such report pays a reasonable fee to be determined by ~~the~~ such Special Servicer. (g) The applicable Special Servicer shall deliver electronically a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section ~~9.3(b~~9.4(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser. (h) ~~The~~ Notwithstanding anything to the contrary herein, as a condition to a Special Servicer ~~shall prepare a~~ making any report (or information available upon request to any Person other than the ~~“Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver~~ parties hereto or any Operating Adviser, such ~~Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the~~ Special Servicer may require that ~~is reasonably necessary to make a decision regarding~~ the ~~Asset Status Report,~~ recipient of such information acknowledge that such Special Servicer may contemporaneously provide such information to the ~~Controlling Class Representative (during~~ Depositor, the Trustee, the Paying Agent, the Master Servicers, the Primary Servicer, the Sellers, the Placement Agent, any ~~Subordinate Control Period and~~ Underwriter, any ~~Collective Consultation Period)~~ Rating Agency, and/or the Certificateholders, Certificate Owners or ~~any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which~~ the ~~holder~~ holders of ~~the related B Note or~~ each Serviced Companion Loan, as applicable. Any transmittal of information by a Special Servicer to any Person other than the Trustee, ~~or its designee is~~ the ~~related Loan-Specific Directing Holder)~~Paying Agent, ~~as applicable~~the Master Servicers, ~~and the~~ any Primary Servicer, any Other Master Servicer, the ~~Certificate Administrator~~Rating Agencies, the ~~17g-5 Information Provider and~~Operating Adviser or the Depositor may be accompanied by a letter from such Special Servicer containing the following provision: "By receiving the information set forth herein, ~~during~~ you hereby acknowledge and agree that the United States securities laws restrict any ~~Collective Consultation Period and any Senior Consultation Period~~Person who possesses material, non-public information regarding the Trust ~~Advisor~~ which issued Morgan Stanley Capital I Inc., Xxxxxrcial Mortgage Pass-Through Certificates, Series 2007-IQ16 from purchasing or selling such Certificates in circumstances where the other party to the transaction is not ~~later than forty-five (45) days after the servicing~~ also in possession of such ~~Mortgage Loan~~ information. You also acknowledge and agree that such information is ~~transferred~~ being provided to you for the ~~Special Servicer. Such Asset Status Report shall set forth the following~~ purpose of, and such information ~~to the extent reasonably determinable: (i) a summary of the status~~ may be used only in connection with, evaluation by you or another Certificateholder, Certificate Owner or prospective purchaser of such ~~Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;~~Certificates or beneficial interest therein."

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2007-Iq16)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Dean Witter Capital I Inc)

Certain Special Servicer Reports. (a) The Special Servicer, in the case of any Specially Serviced Mortgage Loans, shall promptly (and at least on a monthly basis) prepare and deliver the Specially Serviced Asset Report to the Master Servicer on or before the first Report Date occurring no earlier than 45 days after (A) a Servicing Transfer Event, (B) the completion of a modification which causes a Mortgage Loan to be a Rehabilitated Mortgage Loan, (C) a Final Recovery Determination, or (D) at any time the Special Servicer determines, in its sole discretion exercised in good faith, that a material change has occurred relating to the Specially Serviced Mortgage Loans covered by the previous Specially Serviced Asset Report. The Specially Serviced Asset Report shall be substantially in the form of Exhibit O and shall contain a narrative description for each Specially Serviced Mortgage ~~Loan, shall provide to~~ Loan of the ~~Master Servicer no later than Special Servicer Remittance Date for each month~~current status of such Loan including the status of any workout or foreclosure, the ~~CREFC® Special Servicer Loan File,~~ change in such ~~electronic format as is mutually acceptable to~~ status since the ~~Master Servicer~~ prior Specially Serviced Asset Report, and ~~the Special Servicer and~~ other information described in CREFC® format. The Master Servicer may use such reports or information contained therein to prepare its reports and the Master Servicer shall forward such reports directly to the Depositor and the Certificate Administrator.Exhibit O. (b) The Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian Trustee and the Master Servicer no later than the ~~tenth (10th)~~ ten Business Day following such Final Recovery Determination. . (c) The Special ~~Servicer~~ Servicer, for each Specially Serviced Mortgage Loan, shall ~~promptly~~ provide to the Master Servicer ~~with~~ on or prior to the Determination Date for each month, a Special Servicer Monthly Report substantially in the form of Exhibit P or in such electronic ~~written notice of any Final Recovery Determination with respect~~ format as is mutually acceptable to ~~any Specially Serviced Mortgage Loan upon making such determination~~the Master Servicer and the Special Servicer. The Master Servicer may use such reports or information contained therein to prepare its reports and may, at its option, forward such Special Servicer ~~shall promptly provide a copy of such notice electronically~~ Monthly Reports directly to the Trustee, the ~~Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4)~~ Depositor and the ~~17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7))~~Rating Agencies. (cd) The Special Servicer shall provide to the Master ~~Servicer,~~ Servicer at the reasonable request in writing of the Master ~~Servicer,~~ Servicer any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer shall require in order for the Master Servicer to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer ~~shall~~ will provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the Master Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (de) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~each Special Servicer Remittance Date, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business ~~for~~ on such ~~related calendar month end~~Special Servicer Remittance Date, stating that 163 171 all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to such Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (ef) ~~With respect to Specially Serviced Mortgage Loans and REO Properties, the~~ The Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver ~~electronically~~ to the Master Servicer (and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser, on or before April 15 of each year, commencing with April 15, ~~2013~~1999, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (fg) The Special Servicer shall deliver to the Master Servicer, the ~~Depositor, the Certificate Administrator,~~ Depositor and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the ~~Trustee, the Certificate Administrator~~ Trustee or ~~the~~ Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the ~~Certificate Administrator or the~~ Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (gh) The Special Servicer shall deliver ~~electronically~~ a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)9.4(b). (hi) The Special Servicer shall ~~prepare~~ provide as soon as practicable after a ~~report (the “Asset Status Report”) recommending the taking of certain actions for each~~ Mortgage Loan ~~that~~ becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status ReportLoan, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder Master Servicer its estimate of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred net recoverable amount to the ~~Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable:~~ Certificateholders and anticipated expenses in connection therewith (i) and a ~~summary~~ general description of the ~~status~~ plan to achieve such recovery) of such Specially Serviced Mortgage Loan and ~~any negotiations with~~ other information reasonably requested by the ~~related Mortgagor;~~Master Servicer. The Special Servicer shall update such information on a quarterly basis.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2005-Hq7)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the applicable Master Servicer ~~no later than Special Servicer Remittance~~ by 2:00 p.m. (New York time) on the date that is one Business Day after the Determination Date for each month, the ~~CREFC®~~ CMSA Special Servicer Loan ~~File,~~ File in such electronic format as is mutually acceptable to ~~the~~ each applicable Master Servicer and the Special Servicer and in ~~CREFC®~~ CMSA format. The applicable Master Servicer may use such reports or information contained therein to prepare its reports and ~~the~~ such Master Servicer ~~shall~~ may, at its option, forward such reports directly to the Depositor and the ~~Certificate Administrator~~Rating Agencies. (b) The Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the ~~Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period)~~Operating Adviser, the ~~Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian~~ Paying Agent and the applicable Master Servicer no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the applicable Master ~~Servicer,~~ Servicer or the Paying Agent at the reasonable request in writing of such Master Servicer or the ~~Master Servicer~~Paying Agent, any information in its possession with respect to the Specially Serviced Mortgage Loans which the applicable Master Servicer or Paying Agent, as the case may be, shall require in order for the applicable Master Servicer or the Paying Agent to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The applicable Master Servicer shall provide the Special Servicer at the reasonable request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the ~~Master~~ Special Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~the Special Servicer Remittance Date, the Special Servicer shall forward to the applicable Master Servicer a statement setting forth the status of each REO Account as of the close of business ~~for such related calendar month end~~on the Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to the Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) With respect to Specially Serviced Mortgage ~~Loans and REO Properties~~Loans, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master ~~Servicer~~ Servicers (subject to Section 8.14 herein), the Paying Agent, the Rating Agencies and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser, on or before April 15 of each year, commencing with April 15, ~~2013~~2007, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll with respect to Mortgage Loans available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the applicable Master Servicer, the Depositor, the ~~Certificate Administrator,~~ Paying Agent and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the applicable Master ~~Servicer~~Servicers, the Trustee, the ~~Certificate Administrator~~ Paying Agent or the Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the ~~Certificate Administrator~~ Paying Agent or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section ~~9.3(b~~9.4(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser. (h) ~~The Special Servicer shall prepare~~ Notwithstanding anything to the contrary herein, as a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of condition to the Special Servicer making any report or information available upon request to any Person other than the parties hereto or any Operating Adviser, the Special Servicer may require that ~~is reasonably necessary to make a decision regarding~~ the ~~Asset Status Report,~~ recipient of such information acknowledge that the Special Servicer may contemporaneously provide such information to the ~~Controlling Class Representative (during~~ Depositor, the Trustee, the Paying Agent, the Master Servicers, the Primary Servicer, the Sellers, the Placement Agent, any ~~Subordinate Control Period and~~ Underwriter, any ~~Collective Consultation Period)~~ Rating Agency, and/or the Certificateholders, Certificate Owners or ~~any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which~~ the ~~holder~~ holders of ~~the related B Note or~~ each Serviced Companion Loan, as applicable. Any transmittal of information by the Special Servicer to any Person other than the Trustee, ~~or its designee is~~ the ~~related Loan-Specific Directing Holder)~~Paying Agent, ~~as applicable, and~~ the Master Servicers, any Primary Servicer, the ~~Certificate Administrator~~Rating Agencies, the ~~17g-5 Information Provider and~~Operating Adviser or the Depositor may be accompanied by a letter from the Special Servicer containing the following provision: "By receiving the information set forth herein, ~~during~~ you hereby acknowledge and agree that the United States securities laws restrict any ~~Collective Consultation Period and any Senior Consultation Period~~Person who possesses material, non-public information regarding the Trust ~~Advisor~~ which issued Morgan Stanley Capital I Inc., Commercial Mortgage Pass-Xxxxxgx Xxxxxficates, Series 2006-IQ12 from purchasing or selling such Certificates in circumstances where the other party to the transaction is not ~~later than forty-five (45) days after the servicing~~ also in possession of such ~~Mortgage Loan~~ information. You also acknowledge and agree that such information is ~~transferred~~ being provided to you for the ~~Special Servicer. Such Asset Status Report shall set forth the following~~ purpose of, and such information ~~to the extent reasonably determinable: (i) a summary of the status~~ may be used only in connection with, evaluation by you or another Certificateholder, Certificate Owner or prospective purchaser of such ~~Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;~~Certificates or beneficial interest therein."

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2006-Iq12)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Dean Witter Cap I Inc Dep for Ser 2001-Top1)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2006-Hq10)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Dean Witter Cap I Inc Dep for Ser 2003 Hq2)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the ~~Master Servicer no later than Special Servicer Remittance~~ Servicer, the Paying Agent, and the Trustee on or prior to the Determination Date for each month, ~~the CREFC®~~ a Special Servicer Monthly Report, a CMSA Report and Loan ~~File,~~ Periodic Update File in such electronic format as is mutually acceptable to the ~~Master~~ Servicer and the Special Servicer and in ~~CREFC® format~~CMSA format (as in effect on the date hereof). The ~~Master~~ Servicer and the Paying Agent may use such reports or information contained therein to prepare its reports and the ~~Master~~ Servicer ~~shall~~ may, at its option, forward such reports directly to the Depositor and the ~~Certificate Administrator.~~Rating Agencies. The Special Servicer Monthly Report shall contain a narrative description for each Specially Serviced Mortgage Loan of the current status of such Mortgage Loan including the status of any workout or foreclosure, the change in such status since the prior Special Servicer Monthly Report, and other information described in Exhibit O. (b) The Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian Paying Agent and the ~~Master~~ Servicer no later than the ~~tenth (10th)~~ ten Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the ~~Master Servicer,~~ Servicer or the Paying Agent at the reasonable request in writing of the ~~Master Servicer~~Servicer or Paying Agent, any information in its possession with respect to the Specially Serviced Mortgage Loans which the ~~Master~~ Servicer or Paying Agent, as the case may be, shall require in order for the ~~Master~~ Servicer or Paying Agent to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The ~~Master~~ Servicer ~~shall~~ will provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the ~~Master~~ Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~each Special Servicer Remittance Date, the Special Servicer shall forward to the ~~Master~~ Servicer a statement setting forth the status of each REO Account as of the close of business ~~for~~ on such ~~related calendar month end~~Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance 189 Date to such Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) ~~With respect to Specially Serviced Mortgage Loans and REO Properties, the~~ The Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver ~~electronically~~ to the ~~Master Servicer (~~Servicer, the Trustee and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser, on or before April 15 of each year, commencing with April 15, ~~2013~~2000, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the ~~Master~~ Servicer, the ~~Depositor~~Paying Agent, the ~~Certificate Administrator,~~ Depositor and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the ~~Master~~ Servicer, the ~~Trustee~~Paying Agent, the ~~Certificate Administrator~~ Trustee or ~~the~~ Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than ~~the Certificate Administrator~~ Paying Agent or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver ~~electronically~~ a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)9.4(b). (h) The Special Servicer shall ~~prepare~~ provide as soon as practicable after a ~~report (the “Asset Status Report”) recommending the taking of certain actions for each~~ Mortgage Loan ~~that~~ becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status ReportLoan, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder Servicer its estimate of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred net recoverable amount to the ~~Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable:~~ Certificateholders and anticipated expenses in connection therewith (i) and a ~~summary~~ general description of the ~~status~~ plan to achieve such recovery) of such Specially Serviced Mortgage Loan and ~~any negotiations with~~ other information reasonably requested by the ~~related Mortgagor;~~Servicer. The Special Servicer shall update such information on a quarterly basis.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Inc)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the Master ~~Servicer no later than Special Servicer Remittance~~ Servicer, the Paying Agent, and the Trustee on or prior to the Determination Date for each month, ~~the CREFC®~~ a Special Servicer ~~Loan File,~~ Monthly Report substantially in the form of Exhibit O or in such electronic format as is mutually acceptable to the Master Servicer and the Special ~~Servicer and in CREFC® format~~Servicer. The Master ~~Servicer~~ Servicer, the Paying Agent, and the Trustee may use such reports or information contained therein to prepare its reports and the Master Servicer ~~shall~~ may, at its option, forward such ~~reports~~ Special Servicer Monthly Reports directly to the Depositor and the ~~Certificate Administrator.~~Rating Agencies. The Special Servicer Monthly Report shall be substantially in the form of Exhibit O and shall contain a narrative description for each Specially Serviced Mortgage Loan of the current status of such Loan including the status of any workout or foreclosure, the change in such status since the prior Special Servicer Monthly Report, and other information described in Exhibit O. (b) The Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian Paying Agent and the Master Servicer no later than the ~~tenth (10th)~~ ten Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the Master ~~Servicer,~~ Servicer or the Paying Agent at the reasonable request in writing of the Master ~~Servicer~~Servicer or Paying Agent, any 175 185 information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer or Paying Agent, as the case may be, shall require in order for the Master Servicer or Paying Agent to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer ~~shall~~ will provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the Master Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~each Special Servicer Remittance Date, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business ~~for~~ on such ~~related calendar month end~~Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to such Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) ~~With respect to Specially Serviced Mortgage Loans and REO Properties, the~~ The Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver ~~electronically~~ to the Master ~~Servicer (~~Servicer, the Paying Agent and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser, on or before April 15 of each year, commencing with April 15, ~~2013~~2000, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the ~~Depositor~~Paying Agent, the ~~Certificate Administrator,~~ Depositor and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the ~~Trustee~~Paying Agent, the ~~Certificate Administrator~~ Trustee or ~~the~~ Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than ~~the Certificate Administrator~~ Paying Agent or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver ~~electronically~~ a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)9.4(b). (h) The Special Servicer shall ~~prepare~~ provide as soon as practicable after a ~~report (the “Asset Status Report”) recommending the taking of certain actions for each~~ Mortgage Loan ~~that~~ becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status ReportLoan, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder Master Servicer its estimate of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred net recoverable amount to the ~~Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable:~~ Certificateholders and anticipated expenses in connection therewith 176 186 (i) and a ~~summary~~ general description of the ~~status~~ plan to achieve such recovery) of such Specially Serviced Mortgage Loan and ~~any negotiations with~~ other information reasonably requested by the ~~related Mortgagor;~~Master Servicer. The Special Servicer shall update such information on a quarterly basis.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc)

Certain Special Servicer Reports. (a) The Special ~~Servicer~~Servicers, for each Specially Serviced Mortgage Loan, shall provide to the applicable Master Servicer ~~no later than Special Servicer Remittance~~ by 2:00 p.m. (New York time) on the date that is one Business Day after the Determination Date for each month, the ~~CREFC®~~ CMSA Special Servicer Loan ~~File,~~ File in such electronic format as is mutually acceptable to ~~the~~ each applicable Master Servicer and ~~the~~ each applicable Special Servicer and in ~~CREFC®~~ CMSA format. The applicable Master Servicer may use such reports or information contained therein to prepare its reports and ~~the~~ such Master Servicer ~~shall~~ may, at its option, forward such reports directly to the Depositor and the ~~Certificate Administrator~~Rating Agencies. (b) The Special ~~Servicer~~ Servicers shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the ~~Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period)~~Operating Adviser, the ~~Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian~~ Paying Agent and the applicable Master Servicer no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special ~~Servicer~~ Servicers shall provide to the applicable Master ~~Servicer,~~ Servicer or the Paying Agent at the reasonable request in writing of such Master Servicer or the ~~Master Servicer~~Paying Agent, any information in its possession with respect to the Specially Serviced Mortgage Loans which the applicable Master Servicer or Paying Agent, as the case may be, shall require in order for the applicable Master Servicer or the Paying Agent to comply with its obligations under this Agreement; provided that the applicable Special Servicer shall not be required to take any action or provide any information that the applicable Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The applicable Master Servicer shall provide the applicable Special Servicer at the reasonable request of the applicable Special Servicer any information in its possession with respect to the Mortgage Loans which ~~the Master~~ such Special Servicer shall require in order for ~~the~~ such Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~each Special Servicer Remittance Date, the applicable Special Servicer shall forward to the applicable Master Servicer a statement setting forth the status of each REO Account as of the close of business ~~for~~ on such ~~related calendar month end~~Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by ~~the~~ such Special Servicer have been made (or, if any required distribution has not been made by ~~the~~ such Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to such Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) With respect to Specially Serviced Mortgage ~~Loans and REO Properties~~Loans, the Special ~~Servicer~~ Servicers shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master ~~Servicer~~ Servicers (subject to Section 8.14 herein), the Paying Agent, the Rating Agencies and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser, on or before April 15 of each year, commencing with April 15, ~~2013~~2006, (i) copies of the prior year operating statements ~~and~~ and, except with respect to the Co-op Loans, quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll with respect to Mortgage Loans other than Co-op Mortgage Loans, available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special ~~Servicer~~ Servicers shall deliver to the applicable Master ~~Servicer~~Servicers, the Depositor, the ~~Certificate Administrator,~~ Paying Agent and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the applicable Master ~~Servicer~~Servicers, the Trustee, the ~~Certificate Administrator~~ Paying Agent or the Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the applicable Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the ~~Certificate Administrator~~ Paying Agent or the Trustee) requesting such report pays a reasonable fee to be determined by the applicable Special Servicer. (g) The applicable Special Servicer shall deliver electronically a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section ~~9.3(b~~9.4(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser. (h) ~~The~~ Notwithstanding anything to the contrary herein, as a condition to each Special Servicer ~~shall prepare a~~ making any report (or information available upon request to any Person other than the ~~“Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver~~ parties hereto or any Operating Adviser, such ~~Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the~~ Special Servicer may require that ~~is reasonably necessary to make a decision regarding~~ the ~~Asset Status Report,~~ recipient of such information acknowledge that such Special Servicer may contemporaneously provide such information to the ~~Controlling Class Representative (during~~ Depositor, the Trustee, the Paying Agent, the Master Servicers, the Primary Servicer, the Sellers, the Placement Agent, any ~~Subordinate Control Period and~~ Underwriter, any ~~Collective Consultation Period)~~ Rating Agency, and/or the Certificateholders or ~~any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan~~Certificate Owners, as applicable. Any transmittal of information by a Special Servicer to any Person other than the Trustee, ~~or its designee is~~ the ~~related Loan-Specific Directing Holder)~~Paying Agent, ~~as applicable, and~~ the Master Servicers, any Primary Servicer, the ~~Certificate Administrator~~Rating Agencies, the ~~17g-5 Information Provider and~~Operating Adviser or the Depositor may be accompanied by a letter from the applicable Special Servicer containing the following provision: "By receiving the information set forth herein, ~~during~~ you hereby acknowledge and agree that the United States securities laws restrict any ~~Collective Consultation Period and any Senior Consultation Period~~Person who possesses material, non-public information regarding the Trust ~~Advisor~~ which issued Morgan Stanley Capital I Inc., Commercial Mortgage Pass-Txxxxxx Xxxxxxxcates, Series 2005-IQ10 from purchasing or selling such Certificates in circumstances where the other party to the transaction is not ~~later than forty-five (45) days after the servicing~~ also in possession of such ~~Mortgage Loan~~ information. You also acknowledge and agree that such information is ~~transferred~~ being provided to you for the ~~Special Servicer. Such Asset Status Report shall set forth the following~~ purpose of, and such information ~~to the extent reasonably determinable: (i) a summary of the status~~ may be used only in connection with, evaluation by you or another Certificateholder, Certificate Owner or prospective purchaser of such ~~Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;~~Certificates or beneficial interest therein."

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2005 IQ10)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the Master Servicer ~~no later than Special Servicer Remittance~~ on or prior to the Determination Date for each month, ~~the CREFC®~~ a Special Servicer ~~Loan File,~~ Monthly Report substantially in the form of Exhibit O and the CMSA Reports required to be prepared by the Special Servicer and delivered to the Master Servicer or in such electronic format as is mutually acceptable to the Master Servicer and the Special ~~Servicer and in CREFC® format~~Servicer. The ~~Master Servicer~~ Trustee may use such reports or information contained therein to prepare its reports and the Master Servicer ~~shall~~ may, at its option, forward such ~~reports~~ Special Servicer Monthly Reports directly to the Depositor and the ~~Certificate Administrator.~~Rating Agencies. The Special Servicer Monthly Report shall be substantially in the form of Exhibit O and shall contain a narrative description for each Specially Serviced Mortgage Loan of the current status of such Loan including the status of any workout or foreclosure, the change in such status since the prior Special Servicer Monthly Report, and other information described in Exhibit O. (b) The Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian Operating Adviser and the Master Servicer no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the Master ~~Servicer,~~ Servicer or the Trustee at the reasonable request in writing of the Master ~~Servicer~~Servicer or Trustee, any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer or the Trustee, as the case may be, shall require in order for the Master Servicer or Trustee to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer ~~shall~~ will provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the ~~Master~~ Special Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~each Special Servicer Remittance Date, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business ~~for~~ on such ~~related calendar month end~~Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to such Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) ~~With respect to Specially Serviced Mortgage Loans and REO Properties, the~~ The Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master Servicer (and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period)), on or before April 15 of each year, commencing with April 15, 2013, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above~~; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan~~ . Not later than 20 days prior to ~~April 15, 2013 and for which~~ the ~~items~~ Report Date occurring in ~~clause (i) and (ii) above have not been delivered~~July of each year, the Special Servicer (in the case of Specially Serviced Mortgage Loans) shall ~~use reasonable efforts to obtain and,~~ deliver to the ~~extent obtained, deliver such items to the Master Servicer~~Trustee, the ~~Certificate Administrator~~Placement Agent, either Underwriter, the Rating ~~Agencies (subject~~ Agencies, any Operating Adviser and the Depositor those reports it is required to deliver pursuant to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items8.14. (f) The Special Servicer shall deliver to the Master Servicer, the ~~Depositor, the Certificate Administrator,~~ Depositor and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the ~~Trustee, the Certificate Administrator~~ Trustee or ~~the~~ Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the ~~Certificate Administrator or the~~ Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver ~~electronically~~ a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section ~~9.3(b~~9.4(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser. (h) The Special Servicer shall ~~prepare~~ provide, as soon as practicable after a ~~report (the “Asset Status Report”) recommending the taking of certain actions for each~~ Mortgage Loan ~~that~~ becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status ReportLoan, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder Master Servicer its estimate of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred net recoverable amount to the ~~Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable:~~ Certificateholders and anticipated expenses in connection therewith (i) and a ~~summary~~ general description of the ~~status~~ plan to achieve such recovery) of such Specially Serviced Mortgage Loan and ~~any negotiations with~~ other information reasonably requested by the ~~related Mortgagor;~~Master Servicer. The Special Servicer shall update such information on a quarterly basis.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Dean Witter Capital I Trust 2001-PPM)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage SecuritiesTrust 2006-Top22)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Dean Witter Capital I Inc)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the Master Servicer ~~no later than Special Servicer Remittance~~ and the Paying Agent one (1) Business Day after the Determination Date for each month, the ~~CREFC®~~ CMSA Special Servicer Loan ~~File,~~ File in such electronic format as is mutually acceptable to the Master Servicer and the Special Servicer and in ~~CREFC®~~ CMSA format. The Master Servicer and the Paying Agent may use such reports or information contained therein to prepare its reports and the Master Servicer ~~shall~~ may, at its option, forward such reports directly to the Depositor and the ~~Certificate Administrator~~Rating Agencies. (b) The Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the ~~Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period)~~Operating Adviser, the ~~Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian~~ Paying Agent and the Master Servicer no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the Master ~~Servicer,~~ Servicer or the Paying Agent at the reasonable request in writing of the Master ~~Servicer~~Servicer or the Paying Agent, any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer or Paying Agent, as the case may be, shall require in order for the Master Servicer or the Paying Agent to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer shall provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the Master Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~each Special Servicer Remittance Date, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business ~~for~~ on such ~~related calendar month end~~Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to such Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) ~~With respect to Specially Serviced Mortgage Loans and REO Properties, the~~ The Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically using the ARCap Naming Convention to the Master ~~Servicer (~~Servicer, the Paying Agent, the Rating Agencies and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser, on or before April 15 of each year, commencing with April 15, ~~2013~~2007, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, ~~2013~~ 2007 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the ~~Certificate Administrator~~Paying Agent, the Rating Agencies ~~(subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period)~~ and the ~~Trust Advisor (other than during any Subordinate Control Period),~~ Operating Adviser as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the Depositor, the ~~Certificate Administrator,~~ Paying Agent and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the Trustee, the ~~Certificate Administrator~~ Paying Agent or the Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the ~~Certificate Administrator~~ Paying Agent or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically using the ARCap Naming Convention a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section ~~9.3(b~~9.4(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser. (h) The Special Servicer shall prepare a report (the “"Asset Status Report”") recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, Report to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, Operating Adviser and the Master ~~Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor~~ Servicer not later than ~~forty-five (45)~~ 45 days after the servicing of such Mortgage Loan is transferred to the Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor; (ii) a discussion of the legal and environmental considerations reasonably known to the Special Servicer (including without limitation by reason of any Phase I Environmental Assessment and any additional environmental testing contemplated by Section 9.12(c)), consistent with the Servicing Standard, that are applicable to the exercise of remedies set forth herein and to the enforcement of any related guaranties or other collateral for the related Specially Serviced Mortgage Loan and whether outside legal counsel has been retained; (iii) the most current rent roll and income or operating statement available for the related Mortgaged Property or Mortgaged Properties; (iv) a summary of the applicable Special Servicer's recommended action with respect to such Specially Serviced Mortgage Loan; (v) the Appraised Value of the related Mortgaged Property or Mortgaged Properties, together with the assumptions used in the calculation thereof (which the Special Servicer may satisfy by providing a copy of the most recently obtained Appraisal); and (vi) such other information as the applicable Special Servicer deems relevant in light of the Servicing Standard. If (i) the Operating Adviser affirmatively approves in writing an Asset Status Report, (ii) after ten Business Days from receipt of an Asset Status Report the Operating Adviser does not object to such Asset Status Report or (iii) within ten (10) Business Days after receipt of an Asset Status Report the Operating Adviser objects to such Asset Status Report and the Special Servicer makes a determination in accordance with the Servicing Standard that such objection is not in the best interest of all the Certificateholders, as a collective whole, the Special Servicer shall take the recommended actions described in the Asset Status Report. If within ten (10) Business Days after receipt of an Asset Status Report the Operating Adviser objects to such Asset Status Report and the Special Servicer does not make a determination in accordance with the Servicing Standard that such objection is not in the best interest of all the Certificateholders, as a collective whole, then the Special Servicer shall revise such Asset Status Report as soon as practicable thereafter, but in no event later than 30 days after the objection to the Asset Status Report by the Operating Adviser. The Special Servicer shall revise such Asset Status Report as provided in the prior sentence until the earliest of (a) the delivery by the Operating Adviser of an affirmative approval in writing of such revised Asset Status Report, (b) the failure of the Operating Adviser to disapprove such revised Asset Status Report in writing within ten (10) Business Days of its receipt thereof; or (c) the passage of ninety (90) days from the date of preparation of the initial version of the Asset Status Report. Following the earliest of such events, the Special Servicer shall implement the recommended action as outlined in the most recent version of such Asset Status Report (provided that the Special Servicer shall not take any action that is contrary to applicable law or the terms of the applicable Mortgage Loan documents). The Special Servicer may, from time to time, modify any Asset Status Report it has previously delivered and implement the new action in such revised report so long as such revised report has been prepared, reviewed and either approved or not rejected as provided above. Notwithstanding the prior paragraph, the Special Servicer may take any action set forth in an Asset Status Report before the expiration of the ten (10) Business Day period during which the Operating Adviser may reject such report if (A) the Special Servicer has reasonably determined that failure to take such action would materially and adversely affect the interests of the Certificateholders, as a collective whole, and (B) it has made a reasonable effort to contact the Operating Adviser. The Special Servicer may not take any action inconsistent with an Asset Status Report that has been adopted as provided above, unless such action would be required in order to act in accordance with the Servicing Standard. If the Special Servicer takes any action inconsistent with an Asset Status Report that has been adopted as provided above, the Special Servicer shall promptly notify the Operating Adviser of such inconsistent action and provide a reasonably detailed explanation of the reasons therefor. The Special Servicer shall deliver to the Master Servicer, the Operating Adviser and each Rating Agency a copy of each Asset Status Report that has been adopted as provided above, in each case with reasonable promptness following such adoption. Notwithstanding anything herein to the contrary: (i) the Special Servicer shall have no right or obligation to consult with or to seek and/or obtain consent or approval from any Operating Adviser prior to acting (and provisions of this Agreement requiring such consultation, consent or approval shall be of no effect) during the period following any resignation or removal of an Operating Adviser and before a replacement is selected; and (ii) no advice, direction or objection from or by the Controlling Class Representative, as contemplated by Section 9.39 or any other provision of this Agreement, may (and the applicable Special Servicer shall ignore and act without regard to any such advice, direction or objection that such Special Servicer has determined, in its reasonable, good faith judgment, would): (A) require or cause such Special Servicer to violate applicable law, the terms of any Mortgage Loan or any other Section of this Agreement, including the applicable Special Servicer's obligation to act in accordance with the Servicing Standard, (B) result in an Adverse REMIC Event with respect to any REMIC Pool or an Adverse Grantor Trust Event with respect to the Grantor Trust Pool, (C) expose the Trust, the Depositor, the Master Servicer, the Special Servicer, Certificate Administrator, the Trustee or any of their respective Affiliates, members, managers, officers, directors, employees or agents, to any material claim, suit or liability or (D) materially expand the scope of the Master Servicer's or Special Servicer's responsibilities under this Agreement.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Trust 2006-Top24)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Sec Inc Trust 2004 Top14)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Trust 2003-Top10)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Dean Witter Cap I Inc Capital I Tr 2004-Hq3)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2004 IQ8)

Certain Special Servicer Reports. (a) The Special Servicer, in the case of any Specially Serviced Mortgage Loans, shall promptly (and at least on a monthly basis) prepare and deliver the Specially Serviced Asset Report to the Master Servicer no later than one Business Day after the first Determination Date occurring no earlier than thirty days after (A) a Servicing Transfer Event, (B) the completion of a modification which causes a Mortgage Loan to be a Corrected Mortgage Loan or (C) a Final Recovery Determination, or at any time the Special Servicer determines, in its sole discretion exercised in good faith, that a material change has occurred relating to the Specially Serviced Mortgage Loans covered by the previous Specially Serviced Asset Report. The Specially Serviced Asset Report shall contain a narrative description for each Specially Serviced Mortgage Loan of the current status of such Mortgage Loan including the status of any workout or foreclosure, the change in such status since the prior Specially Serviced Asset Report, and other information described in Exhibit F-3. (b) The Special Servicer shall maintain accurate records, prepared by a Servicing Officer, of each Final Recovery Determination with respect to any Mortgage Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer's Certificate delivered to the Trustee, the Master Servicer and the Operating Adviser no later than the tenth Business Day following such Final Recovery Determination. (c) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the Master Servicer no later than ~~Special Servicer Remittance~~ one Business Day after the Determination Date ~~for~~ in each month, ~~the CREFC®~~ a Special Servicer ~~Loan File,~~ Monthly Report substantially in the form of Exhibit F-2 or in such electronic format as is mutually acceptable to the Master Servicer and the Special ~~Servicer and in CREFC® format~~Servicer. The Master Servicer may use such reports or information contained therein to prepare its reports and ~~the Master Servicer shall~~ may, at its option, forward such ~~reports directly to the Depositor and the Certificate Administrator. (b) The~~ Special Servicer shall maintain accurate records, prepared by a Special Servicing Officer, of each Final Recovery Determination with respect to any Mortgage Loan, B Note, Serviced Companion Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s Certificate delivered Monthly Reports directly to the Trustee, the ~~Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period)~~Depositor, the ~~Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian~~ Operating Adviser and the Master Servicer no later than the tenth (10th) Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7))Rating Agencies. (cd) The Special Servicer shall provide to the Master Servicer, ~~at the reasonable request in writing of the Master Servicer~~upon written request, any information in its possession with respect to the Specially Serviced Mortgage Loans and REO Properties which the Master Servicer shall require in order for the Master Servicer to comply with its obligations under this Agreement; provided ~~that~~ that, in connection therewith, the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to for which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer shall provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the Master Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than twenty (20) days after any calendar month end, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business for such related calendar month end, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the related calendar month the aggregate of deposits into and withdrawals from each REO Account. (e) With respect to Specially Serviced Mortgage Loans and REO Properties, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master Servicer (and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period)), on or before April 15 of each year, commencing with April 15, 2013, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the Depositor, the Certificate Administrator, the Trustee and the Custodian all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the Trustee, the Certificate Administrator or the Depositor may from time to time reasonably request; provided that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the Certificate Administrator or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each Mortgaged Property securing a Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)). (h) The Special Servicer shall prepare a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred to the Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;indemnified

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc)

Certain Special Servicer Reports. (a) The Special ~~Servicer~~Servicers, for each Specially Serviced Mortgage Loan, shall provide to the applicable Master Servicer ~~no later than Special Servicer Remittance~~ by 2:00 p.m. (New York time) on the date that is one Business Day after the Determination Date for each month, the ~~CREFC®~~ CMSA Special Servicer Loan ~~File,~~ File in such electronic format as is mutually acceptable to ~~the~~ each applicable Master Servicer and ~~the~~ each applicable Special Servicer and in ~~CREFC®~~ CMSA format. The applicable Master Servicer may use such reports or information contained therein to prepare its reports and ~~the~~ such Master Servicer ~~shall~~ may, at its option, forward such reports directly to the Depositor and the ~~Certificate Administrator~~Rating Agencies. (b) The Special ~~Servicer~~ Servicers shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the ~~Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period)~~Operating Adviser, the ~~Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian~~ Paying Agent and the applicable Master Servicer no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special ~~Servicer~~ Servicers shall provide to the applicable Master ~~Servicer,~~ Servicer or the Paying Agent at the reasonable request in writing of such Master Servicer or the ~~Master Servicer~~Paying Agent, any information in its possession with respect to the Specially Serviced Mortgage Loans which the applicable Master Servicer or Paying Agent, as the case may be, shall require in order for the applicable Master Servicer or the Paying Agent to comply with its obligations under this Agreement; provided that the applicable Special Servicer shall not be required to take any action or provide any information that the applicable Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The applicable Master Servicer shall provide the applicable Special Servicer at the reasonable request of the applicable Special Servicer any information in its possession with respect to the Mortgage Loans which ~~the Master~~ such Special Servicer shall require in order for ~~the~~ such Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~each Special Servicer Remittance Date, the applicable Special Servicer shall forward to the applicable Master Servicer a statement setting forth the status of each REO Account as of the close of business ~~for~~ on such ~~related calendar month end~~Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by ~~the~~ such Special Servicer have been made (or, if any required distribution has not been made by ~~the~~ such Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to such Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) With respect to Specially Serviced Mortgage ~~Loans and REO Properties~~Loans, the Special ~~Servicer~~ Servicers shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master ~~Servicer~~ Servicers (subject to Section 8.14 herein), the Paying Agent, the Rating Agencies and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser, on or before April 15 of each year, commencing with April 15, ~~2013~~2005, (i) copies of the prior year operating statements ~~and~~ and, except with respect to the Co-op Loans, quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll with respect to Mortgage Loans other than Co-op Mortgage Loans, available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special ~~Servicer~~ Servicers shall deliver to the applicable Master ~~Servicer~~Servicers, the Depositor, the ~~Certificate Administrator,~~ Paying Agent and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the applicable Master ~~Servicer~~Servicers, the Trustee, the ~~Certificate Administrator~~ Paying Agent or the Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the applicable Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the ~~Certificate Administrator~~ Paying Agent or the Trustee) requesting such report pays a reasonable fee to be determined by the applicable Special Servicer. (g) The applicable Special Servicer shall deliver electronically a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section ~~9.3(b~~9.4(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser. (h) ~~The~~ Notwithstanding anything to the contrary herein, as a condition to each Special Servicer ~~shall prepare a~~ making any report (or information available upon request to any Person other than the ~~“Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver~~ parties hereto or any Operating Adviser, such ~~Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the~~ Special Servicer may require that ~~is reasonably necessary to make a decision regarding~~ the ~~Asset Status Report,~~ recipient of such information acknowledge that such Special Servicer may contemporaneously provide such information to the ~~Controlling Class Representative (during~~ Depositor, the Trustee, the Fiscal Agent, the Paying Agent, the Master Servicers, the Primary Servicer, the Sellers, the Placement Agent, any ~~Subordinate Control Period and~~ Underwriter, any ~~Collective Consultation Period)~~ Rating Agency and/or the Certificateholders or ~~any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan~~Certificate Owners, as applicable. Any transmittal of information by a Special Servicer to any Person other than the Trustee, ~~or its designee is~~ the ~~related Loan-Specific Directing Holder)~~Paying Agent, ~~as applicable, and~~ the Master Servicers, any Primary Servicer, the ~~Certificate Administrator~~Rating Agencies, the ~~17g-5 Information Provider and~~Operating Adviser or the Depositor may be accompanied by a letter from the applicable Special Servicer containing the following provision: "By receiving the information set forth herein, ~~during~~ you hereby acknowledge and agree that the United States securities laws restrict any ~~Collective Consultation Period and any Senior Consultation Period~~Person who possesses material, non-public information regarding the Trust ~~Advisor~~ which issued Morgan Stanley Capital I Inc., Commercial Mortgage Pass-Txxxxxx Xxxxxxxcates, Series 2005-IQ9 from purchasing or selling such Certificates in circumstances where the other party to the transaction is not ~~later than forty-five (45) days after the servicing~~ also in possession of such ~~Mortgage Loan~~ information. You also acknowledge and agree that such information is ~~transferred~~ being provided to you for the ~~Special Servicer. Such Asset Status Report shall set forth the following~~ purpose of, and such information ~~to the extent reasonably determinable: (i) a summary of the status~~ may be used only in connection with, evaluation by you or another Certificateholder, Certificate Owner or prospective purchaser of such ~~Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;~~Certificates or beneficial interest therein."

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2005 IQ9)

Certain Special Servicer Reports. (a) The Special Servicer, ~~for each~~ in the case of any Specially Serviced Mortgage ~~Loan~~Loans, shall ~~provide~~ promptly (and at least on a monthly basis) prepare and deliver the Specially Serviced Asset Report to the Master Servicer no later than ~~Special Servicer Remittance Date for each month, the CREFC® Special Servicer Loan File, in such electronic format as is mutually acceptable~~ three Business Days prior to the ~~Master Servicer and~~ Distribution Date occurring no earlier than thirty days after (A) a Servicing Transfer Event, (B) the completion of a modification which causes a Mortgage Loan to be a Corrected Mortgage Loan or (C) a Final Recovery Determination, or at any time the Special Servicer ~~and~~ determines, in ~~CREFC® format~~its sole discretion exercised in good faith, that a material change has occurred relating to the Specially Serviced Mortgage Loans covered by the previous Specially Serviced Asset Report. The ~~Master Servicer may use~~ Specially Serviced Asset Report shall contain a narrative description for each Specially Serviced Mortgage Loan of the current status of such ~~reports~~ Mortgage Loan including the status of any workout or foreclosure, the change in such status since the prior Specially Serviced Asset Report, and other information ~~contained therein to prepare its reports and the Master Servicer shall forward such reports directly to the Depositor and the Certificate Administrator~~described in Exhibit G-2. (b) The Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian Master Servicer and the ~~Master Servicer~~ Operating Adviser no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) ~~The Special Servicer shall provide to the Master Servicer~~In addition, at the reasonable request in writing of the Master Servicer, any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer shall require in order for the Master Servicer to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer shall provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the Master Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not no later than ~~twenty (20)~~ 30 days after ~~any calendar month end~~a Servicing Transfer Event for a Mortgage Loan, the Special Servicer shall ~~forward~~ deliver to ~~the Master Servicer a statement setting forth the status of~~ each REO Account as of the close of business for such related calendar month end, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the related calendar month the aggregate of deposits into and withdrawals from each REO Account. (e) With respect to Specially Serviced Mortgage Loans and REO Properties, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master Servicer (Rating Agency and the ~~Master Servicer shall, upon receipt, deliver electronically to~~ Operating Adviser a report (the ~~Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period~~"Asset Status Report") and the Trust Advisor (other than during any Subordinate Control Period)), on or before April 15 of each year, commencing with April 15, 2013, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the Depositor, the Certificate Administrator, the Trustee and the Custodian all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the Trustee, the Certificate Administrator or the Depositor may from time to time reasonably request; provided that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the Certificate Administrator or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each Mortgaged Property securing a Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)). (h) The Special Servicer shall prepare a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred to the Special ServicerMortgaged Property. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor; (ii) a discussion of the legal and environmental considerations reasonably known to the Special Servicer, consistent with the Servicing Standard, that are applicable to the exercise of remedies as aforesaid and to the enforcement of any related guaranties or other collateral for the related Mortgage Loan and whether outside legal counsel has been retained; (iii) the most current rent roll and income or operating statement available for the related Mortgaged Property; (iv) the Special Servicer's recommendations on how such Specially Serviced Mortgage Loan might be returned to performing status and returned to the Master Servicer for regular servicing or otherwise realized upon; (v) the Appraised Value of the Mortgaged Property together with the assumptions used in the calculation thereof; and (vi) such other information as the Special Servicer deems relevant in light of the Servicing Standard. If within 10 Business Days of receiving an Asset Status Report, the Operating Adviser does not disapprove such Asset Status Report in writing, the Special Servicer shall implement the recommended action as outlined in such Asset Status Report; provided, however, that the Special Servicer may not take any action that is contrary to applicable law or the terms of the applicable Mortgage Loan documents or to the Servicing Standard. If the Operating Adviser disapproves such Asset Status Report, the Special Servicer will revise such Asset Status Report and deliver to the Operating Adviser, the Rating Agencies and the Master Servicer a new Asset Status Report as soon as practicable, but in no event later than 30 days after such disapproval. The Special Servicer shall revise such Asset Status Report as described above in this Section until the Operating Adviser shall fail to disapprove such revised Asset Status Report in writing within 10 Business Days of receiving such revised Asset Status Report or until the Special Servicer makes one of the determinations described below. The Special Servicer may, from time to time, modify any Asset Status Report it has previously delivered and implement such report, provided such report shall have been prepared, reviewed and not rejected pursuant to he terms of this Section. Notwithstanding the foregoing, the Special Servicer (i) may, following the occurrence of an extraordinary event with respect to the related Mortgaged Property, take any action set forth in such Asset Status Report before the expiration of a 10 Business Day period if the Special Servicer has reasonably determined that failure to take such action would materially and adversely affect the interests of the Certificateholders and it has made a reasonable effort to contact the Operating Adviser and (ii) in any case, shall determine whether such affirmative disapproval is not in the best interest of all the Certificateholders pursuant to the Servicing Standard. Upon making such determination, the Special Servicer shall notify the Trustee of such rejection and deliver to the Trustee a proposed notice to Certificateholders which shall include a copy of the Asset Status Report, and the Trustee shall send such notice to all Certificateholders. If the majority of such Certificateholders, as determined by Voting Rights, fail, within 5 days of the Trustee's sending such notice, to reject such Asset Status Report, the Special Servicer shall implement the same. If the Asset Status Report is rejected by the Certificateholders, the Special Servicer shall revise such Asset Status Report as described above in this Section. The Trustee shall be entitled to reimbursement from the Trust Fund for the reasonable expenses of providing such notices. The Special Servicer shall have the authority to meet with the Mortgagor for any Specially Serviced Mortgage Loan and take such actions consistent with the Servicing Standard and the related Asset Status Report. The Special Servicer shall not take any action inconsistent with the related Asset Status Report, unless such action would be required in order to act in accordance with the Servicing Standard. No direction of the Operating Adviser shall (a) require or cause the Special Servicer to violate the terms of a Specially Serviced Mortgage Loan, applicable law or any provision of this Agreement, including the Special Servicer's obligation to act in accordance with the Servicing Standard and to maintain the REMIC status of each of the REMICs, or (b) result in the imposition of a "prohibited transaction" or "prohibited contribution" tax under the REMIC Provisions, or (c) expose 143 the Master Servicer, the Special Servicer, the Depositor, either Seller, the Trust Fund, the Trustee or their officers, directors, employees or agents to any additional claim, suit or liability or (d) materially expand the scope of the Special Servicer's or Master Servicer's responsibilities under this Agreement.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc Depositor for Ser 1999-Life1)

Certain Special Servicer Reports. (a) The Special Servicer, in the case of any Specially Serviced Mortgage Loans will deliver, at such times as are set forth in Section 8.14(f), the reports set forth in Section 8.14(f), and will include a report, which shall contain a narrative description for each Specially Serviced Mortgage Loan of the current status of such Mortgage Loan~~, shall provide to the Master Servicer no later than~~ . The Special Servicer ~~Remittance Date for each month,~~ will also deliver any additional reports as may be reasonably agreed upon by the ~~CREFC® Special Servicer Loan File, in such electronic format as is mutually acceptable to the Master Servicer~~ Operating Adviser and the Special Servicer ~~and in CREFC® format. The Master Servicer may use such reports or information contained therein to prepare its reports and~~ for a reasonable fee payable by the ~~Master Servicer shall forward such reports directly to the Depositor and the Certificate Administrator~~Operating Adviser. (b) The Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the ~~Controlling Class Representative~~ Master Servicer and the Operating Adviser (~~during any Subordinate Control Period and any Collective Consultation Period)~~or if no Operating Adviser has been elected, the ~~Trust Advisor (other than during any Subordinate Control Period),~~ Majority Certificateholder of the ~~Certificate Administrator, the Custodian and the Master Servicer~~ Controlling Class) no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) ~~The Special Servicer shall provide to the Master Servicer~~In addition, at the reasonable request in writing of the Master Servicer, any information in its possession with respect to the Specially Serviced Mortgage Loans which the Master Servicer shall require in order for the Master Servicer to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer shall provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the Master Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not no later than ~~twenty (20)~~ 30 days after ~~any calendar month end~~a Servicing Transfer Event for a Mortgage Loan, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business for such related calendar month end, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the related calendar month the aggregate of deposits into and withdrawals from each REO Account. (e) With respect to Specially Serviced Mortgage Loans and REO Properties, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master Servicer (and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period)), on or before April 15 of each year, commencing with April 15, 2013, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, each Rating Agency and the ~~Depositor~~Operating Adviser (or if no Operating Adviser has been elected, the ~~Certificate Administrator,~~ Majority Certificateholder of the ~~Trustee and~~ Controlling Class) a report (the Custodian all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the Master Servicer, the Trustee, the Certificate Administrator or the Depositor may from time to time reasonably request; provided that the Special Servicer shall not be required to produce any ad hoc non-standard written reports "ASSET STATUS REPORT") with respect to such Mortgage Loans except if any Person (other than the Certificate Administrator or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each Mortgaged Property securing a Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)). (h) The Special Servicer shall prepare a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred to the Special ServicerMortgaged Property. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor; (ii) the most current rent roll and income or operating statement available for the related Mortgaged Property; (iii) upon receipt of an Appraisal, the Appraised Value of the Mortgaged Property together with the assumptions used in the calculation thereof; and (iv) such other information as the Special Servicer deems relevant in light of the Servicing Standard. (d) If the Operating Advisor disapproves of an Asset Status Report, the Operating Advisor shall, within ten (10) Business Days of receiving such Asset Status Report, provide notice in writing to the Special Servicer of such disapproval, and the Special Servicer shall, subject to Section 8.29(e), revise such Asset Status Report and deliver to the Operating Advisor, the Rating Agencies and the Master Servicer a new Asset Status Report as soon as practicable, but in no event later than thirty (30) days after such disapproval. If the Operating Advisor does not disapprove of an Asset Status Report 137 within such ten (10) Business Day period, the Special Servicer shall implement the recommended action as outlined in such Asset Status Report (provided that the Special Servicer shall not take any action that is contrary to applicable law or the terms of the applicable loan documents). The Special Servicer shall, subject to Section 8.29(e), revise such Asset Status Report as provided above in this paragraph until the earliest of (a) the failure of the Operating Advisor to disapprove such revised Asset Status Report in writing within ten (10) Business Days of its receipt thereof; (b) a determination by the Special Servicer as set forth below or (c) the passage of ninety (90) days from the date of preparation of the first Asset Status Report. The Special Servicer may, from time to time, subject to Section 8.29(e), modify any Asset Status Report it has previously delivered and implement the new action in such revised report so long as such revised report has been prepared, reviewed and not rejected as provided above. Notwithstanding the prior paragraph, the Special Servicer may: (i) take any action set forth in an Asset Status Report before the expiration of the ten (10) Business Day period during which the Operating Advisor may reject such report if (A) the Special Servicer has reasonably determined that failure to take such action would materially and adversely affect the interests of the Certificateholders and (B) it has made a reasonable effort to contact the Operating Advisor; and (ii) determine whether any affirmative disapproval of an Asset Status Report is not in the best interest of all the Certificateholders pursuant to the Servicing Standard. Upon making any such determination referred to in clause (ii) of the prior sentence, the Special Servicer shall notify the Trustee of such determination and deliver to the Trustee a proposed notice to Certificateholders which is to include a copy of the relevant Asset Status Report. The Trustee shall thereupon send such notice to all Certificateholders; and, if the Holders of Certificates representing a majority of the Voting Rights fail, within ten (10) Business Days of the Trustee's sending such notice, to reject such Asset Status Report, the Special Servicer shall implement the same. If the Asset Status Report is rejected within such ten (10) Business Day period by the Holders of Certificates representing a majority of the Voting Rights, the Special Servicer shall, subject to Section 8.29(e), revise such Asset Status Report as described above. The Trustee shall be entitled to reimbursement from the Trust Fund for the reasonable out-of-pocket expenses of providing such notices. The Special Servicer may not take any action inconsistent with an Asset Status Report that has been adopted as described above, unless such action would be required in order to act in accordance with the Servicing Standard. (e) Notwithstanding anything herein to the contrary, any action recommended by the Special Servicer in an Asset Status Report (or any revision thereof) shall be consistent with the Servicing Standard, and the Operating Advisor may not direct the Special Servicer to act in any manner (and the Special Servicer shall disregard any such direction) that would: (i) require or cause the Special Servicer to violate the terms of a Specially Serviced Mortgage Loan, applicable law or any provision of this Agreement, including the Special Servicer's obligation to act in accordance with the Servicing Standard; or (ii) result in an Adverse REMIC Event with respect to any REMIC Pool or otherwise have a material adverse effect on the grantor trust created hereunder; or (iii) expose the Master Servicer, the Special Servicer, the Depositor, any Seller, the Trust Fund, the Trustee or their Affiliates, officers, directors, employees or agents to any claim, suit or liability; or (iv) materially expand the scope of the Special Servicer's, the Master Servicer's or the Trustee's responsibilities under this Agreement. In addition, the Special Servicer shall not have any obligation to consult with or notify any Operating Advisor prior to acting, and the provisions of this Agreement requiring such shall be of no effect, during the period prior to the initial selection of a Operating Advisor and, if any Operating Advisor resigns or is removed, during the period following such resignation or removal until a replacement is selected. (f) The Special Servicer will provide a summary of whether it intends to foreclose or work out the Mortgage Loan.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc Depositor for Series 1999-Fnv1)

Certain Special Servicer Reports. (a) The Special Servicer, in the case of any Specially Serviced Mortgage Loans, shall promptly (and at least on a monthly basis) prepare and deliver the Specially Serviced Asset Report to the Master Servicer no later than one Business Day after the first Determination Date occurring no earlier than thirty days after (A) a Servicing Transfer Event, (B) the completion of a modification which causes a Mortgage Loan to be a Corrected Mortgage Loan or (C) a Final Recovery Determination, or at any time the Special Servicer determines, in its sole discretion exercised in good faith, that a material change has occurred relating to the Specially Serviced Mortgage Loans covered by the previous Specially Serviced Asset Report. The Specially Serviced Asset Report shall contain a narrative description for each Specially Serviced Mortgage Loan of the current status of such Mortgage Loan including the status of any workout or foreclosure, the change in such status since the prior Specially Serviced Asset Report, and other information described in Exhibit F-3. (b) The Special Servicer shall maintain accurate records, prepared by a Servicing Officer, of each Final Recovery Determination with respect to any Mortgage Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer's Certificate delivered to the Trustee, the Master Servicer and the Operating Adviser no later than the tenth Business Day following such Final Recovery Determination. (c) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the Master Servicer no later than ~~Special Servicer Remittance~~ one Business Day after the Determination Date ~~for~~ in each month, ~~the CREFC®~~ a Special Servicer ~~Loan File,~~ Monthly Report substantially in the form of Exhibit F-2 or in such electronic format as is mutually acceptable to the Master Servicer and the Special ~~Servicer and in CREFC® format~~Servicer. The Master Servicer may use such reports or information contained therein to prepare its reports and ~~the Master Servicer shall~~ may, at its option, forward such ~~reports directly to the Depositor and the Certificate Administrator. (b) The~~ Special Servicer shall maintain accurate records, prepared by a Special Servicing Officer, of each Final Recovery Determination with respect to any Mortgage Loan, B Note, Serviced Companion Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s Certificate delivered Monthly Reports directly to the Trustee, the ~~Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period)~~Depositor, the ~~Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian~~ Operating Adviser and the Master Servicer no later than the tenth (10th) Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7))Rating Agencies. (cd) The Special Servicer shall provide to the Master Servicer, ~~at the reasonable request in writing of the Master Servicer~~upon written request, any information in its possession with respect to the Specially Serviced Mortgage Loans and REO Properties which the Master Servicer shall reasonably require in order for the Master Servicer to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The Master Servicer ~~shall~~ will provide the Special ~~Servicer~~ Servicer, at the request of the Special ~~Servicer~~ Servicer, with any information in its possession with respect to the Mortgage Loans which the ~~Master~~ Special Servicer shall reasonably require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than twenty (20) days after any calendar month end, the Special Servicer shall forward to the Master Servicer a statement setting forth the status of each REO Account as of the close of business for such related calendar month end, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the related calendar month the aggregate of deposits into and withdrawals from each REO Account. (e) With respect to Specially Serviced Mortgage Loans and REO Properties, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master Servicer (and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period)), on or before April 15 of each year, commencing with April 15, 2013, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the Master Servicer, the Depositor, the ~~Certificate Administrator, the~~ Trustee and the ~~Custodian~~ Operating Adviser all such other information with respect to the Specially Serviced Mortgage Loans and REO Properties at such times and to such extent as the Master Servicer, the ~~Trustee~~Depositor, the ~~Certificate Administrator~~ Trustee or the ~~Depositor~~ Operating Adviser, as the case may ~~from time to time~~ be, may reasonably request; ~~provided~~ provided, however, that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the ~~Certificate Administrator~~ Depositor, the Trustee or the ~~Trustee~~Master Servicer) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each Mortgaged Property securing a Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)). (h) The Special Servicer shall prepare a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status Report, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred to the Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable: (i) a summary of the status of such Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Dean Witter Capital 1 Inc Series 2000-Prin)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the applicable Master Servicer ~~no later than Special Servicer Remittance~~ by 2:00 p.m. (New York time) on the date that is one Business Day after the Determination Date for each month, the ~~CREFC®~~ CMSA Special Servicer Loan ~~File,~~ File in such electronic format as is mutually acceptable to ~~the~~ each applicable Master Servicer and the Special Servicer and in ~~CREFC®~~ CMSA format. The applicable Master Servicer may use such reports or information contained therein to prepare its reports and ~~the~~ such Master Servicer ~~shall~~ may, at its option, forward such reports directly to the Depositor and the ~~Certificate Administrator~~Rating Agencies. (b) The Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the ~~Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period)~~Operating Adviser, the ~~Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian~~ Paying Agent and the applicable Master Servicer no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the applicable Master ~~Servicer,~~ Servicer or the Paying Agent at the reasonable request in writing of such Master Servicer or the ~~Master Servicer~~Paying Agent, any information in its possession with respect to the Specially Serviced Mortgage Loans which the applicable Master Servicer or Paying Agent, as the case may be, shall require in order for the applicable Master Servicer or the Paying Agent to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The applicable Master Servicer shall provide the Special Servicer at the reasonable request of the Special Servicer any information in its possession with respect to the Mortgage Loans which the ~~Master~~ Special Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~the Special Servicer Remittance Date, the Special Servicer shall forward to the applicable Master Servicer a statement setting forth the status of each REO Account as of the close of business ~~for such related calendar month end~~on the Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to the Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) With respect to Specially Serviced Mortgage ~~Loans and REO Properties~~Loans, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master ~~Servicer~~ Servicers (subject to Section 8.14 herein), the Paying Agent, the Rating Agencies and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser, on or before April 15 of each year, commencing with April 15, ~~2013~~2007, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll with respect to Mortgage Loans available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the applicable Master Servicer, the Depositor, the ~~Certificate Administrator,~~ Paying Agent and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the applicable Master ~~Servicer~~Servicers, the Trustee, the ~~Certificate Administrator~~ Paying Agent or the Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the ~~Certificate Administrator~~ Paying Agent or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver electronically a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section ~~9.3(b~~9.4(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser. (h) ~~The Special Servicer shall prepare~~ Notwithstanding anything to the contrary herein, as a report (the “Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of condition to the Special Servicer making any report or information available upon request to any Person other than the parties hereto or any Operating Adviser, the Special Servicer may require that ~~is reasonably necessary to make a decision regarding~~ the ~~Asset Status Report,~~ recipient of such information acknowledge that the Special Servicer may contemporaneously provide such information to the ~~Controlling Class Representative (during~~ Depositor, the Trustee, the Paying Agent, the Master Servicers, the Primary Servicer, the Sellers, the Placement Agent, any ~~Subordinate Control Period and~~ Underwriter, any ~~Collective Consultation Period)~~ Rating Agency, and/or the Certificateholders, Certificate Owners or ~~any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which~~ the ~~holder~~ holders of ~~the related B Note or~~ each Serviced Companion Loan, as applicable. Any transmittal of information by the Special Servicer to any Person other than the Trustee, ~~or its designee is~~ the ~~related Loan-Specific Directing Holder)~~Paying Agent, ~~as applicable, and~~ the Master Servicers, any Primary Servicer, the ~~Certificate Administrator~~Rating Agencies, the ~~17g-5 Information Provider and~~Operating Adviser or the Depositor may be accompanied by a letter from the Special Servicer containing the following provision: "By receiving the information set forth herein, ~~during~~ you hereby acknowledge and agree that the United States securities laws restrict any ~~Collective Consultation Period and any Senior Consultation Period~~Person who possesses material, non-public information regarding the Trust ~~Advisor~~ which issued Morgan Stanley Capital I Inc., Commercial Mortgage Pass-Through Certixxxxxxs, Xxxxxs 2006-IQ12 from purchasing or selling such Certificates in circumstances where the other party to the transaction is not ~~later than forty-five (45) days after the servicing~~ also in possession of such ~~Mortgage Loan~~ information. You also acknowledge and agree that such information is ~~transferred~~ being provided to you for the ~~Special Servicer. Such Asset Status Report shall set forth the following~~ purpose of, and such information ~~to the extent reasonably determinable: (i) a summary of the status~~ may be used only in connection with, evaluation by you or another Certificateholder, Certificate Owner or prospective purchaser of such ~~Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;~~Certificates or beneficial interest therein."

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2006-Iq12)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Dean Witter Cap I Inc Dep Series 2002-Hq)

Certain Special Servicer Reports. (a) The applicable Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the applicable Master Servicer ~~no later than Special Servicer Remittance~~ by 2:00 p.m. (New York time) on the date that is one Business Day after the Determination Date for each month, the ~~CREFC®~~ CMSA Special Servicer Loan ~~File,~~ File in such electronic format as is mutually acceptable to ~~the~~ each applicable Master Servicer and the applicable Special Servicer and in ~~CREFC®~~ CMSA format. The applicable Master Servicer may use such reports or information contained therein to prepare its reports and ~~the~~ such Master Servicer ~~shall~~ may, at its option, forward such reports directly to the Depositor and the ~~Certificate Administrator~~Rating Agencies. (b) The applicable Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage ~~Loan, B Note, Serviced Companion~~ Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the ~~Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period)~~Operating Adviser, the ~~Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian~~ Paying Agent and the applicable Master Servicer no later than the tenth ~~(10th)~~ Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The applicable Special Servicer shall provide to the applicable Master ~~Servicer,~~ Servicer or the Paying Agent at the reasonable request in writing of such Master Servicer or the ~~Master Servicer~~Paying Agent, any information in its possession with respect to the Specially Serviced Mortgage Loans which the applicable Master Servicer or Paying Agent, as the case may be, shall require in order for the applicable Master Servicer or the Paying Agent to comply with its obligations under this Agreement; provided that ~~the~~ such Special Servicer shall not be required to take any action or provide any information that ~~the~~ such Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The applicable Master Servicer shall provide the applicable Special Servicer at the reasonable request of ~~the~~ such Special Servicer any information in its possession with respect to the Mortgage Loans which ~~the Master~~ such Special Servicer shall require in order for ~~the~~ such Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~each Special Servicer Remittance Date, the applicable Special Servicer shall forward to the applicable Master Servicer a statement setting forth the status of each REO Account as of the close of business ~~for~~ on such ~~related calendar month end~~Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by ~~the~~ such Special Servicer have been made (or, if any required distribution has not been made by ~~the~~ such Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to such Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) With respect to Specially Serviced Mortgage ~~Loans and REO Properties~~Loans, the applicable Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver electronically to the Master ~~Servicer~~ Servicers (subject to Section 8.14 herein), the Paying Agent, the Rating Agencies and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser, on or before April 15 of each year, commencing with April 15, ~~2013~~2008, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll with respect to Mortgage Loans available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The applicable Special Servicer shall deliver to the applicable Master Servicer, the Depositor, the ~~Certificate Administrator,~~ Paying Agent and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the applicable Master ~~Servicer~~Servicers, the Trustee, the ~~Certificate Administrator~~ Paying Agent or the Depositor may from time to time reasonably request; ~~provided~~ provided, however, that ~~the~~ such Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans except if any Person (other than the ~~Certificate Administrator~~ Paying Agent or the Trustee) requesting such report pays a reasonable fee to be determined by ~~the~~ such Special Servicer. (g) The applicable Special Servicer shall deliver electronically a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section ~~9.3(b~~9.4(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period))Operating Adviser. (h) ~~The~~ Notwithstanding anything to the contrary herein, as a condition to a Special Servicer ~~shall prepare a~~ making any report (or information available upon request to any Person other than the ~~“Asset Status Report”) recommending the taking of certain actions for each Mortgage Loan that becomes a Specially Serviced Mortgage Loan and deliver~~ parties hereto or any Operating Adviser, such ~~Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the~~ Special Servicer may require that ~~is reasonably necessary to make a decision regarding~~ the ~~Asset Status Report,~~ recipient of such information acknowledge that such Special Servicer may contemporaneously provide such information to the ~~Controlling Class Representative (during~~ Depositor, the Trustee, the Paying Agent, the Master Servicers, the Primary Servicer, the Sellers, the Placement Agent, any ~~Subordinate Control Period and~~ Underwriter, any ~~Collective Consultation Period)~~ Rating Agency, and/or the Certificateholders, Certificate Owners or ~~any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which~~ the ~~holder~~ holders of ~~the related B Note or~~ each Serviced Companion Loan, as applicable. Any transmittal of information by a Special Servicer to any Person other than the Trustee, ~~or its designee is~~ the ~~related Loan~~Paying Agent, the Master Servicers, any Primary Servicer, the 2006-~~Specific Directing Holder), as applicable, and the~~ PWR14 Master Servicer, the ~~Certificate Administrator~~Rating Agencies, the ~~17g-5 Information Provider and~~Operating Adviser or the Depositor may be accompanied by a letter from such Special Servicer containing the following provision: "By receiving the information set forth herein, ~~during~~ you hereby acknowledge and agree that the United States securities laws restrict any ~~Collective Consultation Period and any Senior Consultation Period~~Person who possesses material, non-public information regarding the Trust ~~Advisor~~ which issued Morgan Stanley Capital I Inc., Xxxxxxcial Mortgage Pass-Through Certificates, Series 2007-IQ15 from purchasing or selling such Certificates in circumstances where the other party to the transaction is not ~~later than forty-five (45) days after the servicing~~ also in possession of such ~~Mortgage Loan~~ information. You also acknowledge and agree that such information is ~~transferred~~ being provided to you for the ~~Special Servicer. Such Asset Status Report shall set forth the following~~ purpose of, and such information ~~to the extent reasonably determinable: (i) a summary of the status~~ may be used only in connection with, evaluation by you or another Certificateholder, Certificate Owner or prospective purchaser of such ~~Specially Serviced Mortgage Loan and any negotiations with the related Mortgagor;~~Certificates or beneficial interest therein."

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2007-Iq15)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc)

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Dean Witter Capital I Series 2002 Top7)

Certain Special Servicer Reports. (a) The Special Servicer, for each Specially Serviced Mortgage Loan, shall provide to the ~~Master Servicer no later than Special Servicer Remittance~~ Servicer, the Paying Agent and the Trustee on or prior to the Determination Date for each month, ~~the CREFC®~~ a Special Servicer Monthly Report, a CMSA Report and Loan ~~File,~~ Periodic Update File in such electronic format as is mutually acceptable to the ~~Master~~ Servicer and the Special Servicer and in ~~CREFC® format~~CMSA format (as in effect on the date hereof). The ~~Master~~ Servicer and the Paying Agent may use such reports or information contained therein to prepare its reports and the ~~Master~~ Servicer ~~shall~~ may, at its option, forward such reports directly to the Depositor and the ~~Certificate Administrator.~~Rating Agencies. The Special Servicer Monthly Report shall contain a narrative description for each Specially Serviced Mortgage Loan of the current status of such Mortgage Loan or Companion Loan including the status of any workout or foreclosure, the change in such status since the prior Special Servicer Monthly Report, and other information described in Exhibit O. (b) The Special Servicer shall maintain accurate records, prepared by a ~~Special~~ Servicing Officer, of each Final Recovery Determination with respect to any Mortgage Loan, ~~B Note, Serviced~~ Companion Loan or REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s 's Certificate delivered to the Trustee, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), the Trust Advisor (other than during any Subordinate Control Period), the Certificate Administrator, the Custodian Paying Agent and the ~~Master~~ Servicer no later than the ~~tenth (10th)~~ ten Business Day following such Final Recovery Determination. The Special Servicer shall promptly provide the Master Servicer with electronic written notice of any Final Recovery Determination with respect to any Specially Serviced Mortgage Loan upon making such determination. The Special Servicer shall promptly provide a copy of such notice electronically to the Trustee, the Custodian, the Certificate Administrator (who shall promptly post a copy thereof on the Certificate Administrator’s Website pursuant to Section 5.4) and the 17g-5 Information Provider (who shall promptly post a copy thereof on the 17g-5 Information Provider’s Website pursuant to Section 5.7)). (c) The Special Servicer shall provide to the ~~Master Servicer,~~ Servicer or the Paying Agent at the reasonable request in writing of the ~~Master Servicer~~Servicer or Paying Agent, any information in its possession with respect to the Specially Serviced Mortgage Loans which the ~~Master~~ Servicer or Paying Agent, as the case may be, shall require in order for the ~~Master~~ Servicer or Paying Agent to comply with its obligations under this Agreement; provided that the Special Servicer shall not be required to take any action or provide any information that the Special Servicer determines will result in any material cost or expense to which it is not entitled to reimbursement hereunder or will result in any material liability for which it is not indemnified hereunder. The ~~Master~~ Servicer ~~shall~~ will provide the Special Servicer at the request of the Special Servicer any information in its possession with respect to the Mortgage Loans or Companion Loans which the ~~Master~~ Servicer shall require in order for the Special Servicer to comply with its obligations under this Agreement. (d) Not later than ~~twenty (20)~~ 20 days after ~~any calendar month end~~each Special Servicer Remittance Date, the Special Servicer shall forward to the ~~Master~~ Servicer a statement setting forth the status of each REO Account as of the close of business ~~for~~ on such ~~related calendar month end~~Special Servicer Remittance Date, stating that all remittances required to be made by it as required by this Agreement to be made by the Special Servicer have been made (or, if any required distribution has not been made by the Special Servicer, specifying the nature and status thereof) and showing, for the ~~related calendar month~~ period from the day following the preceding Special Servicer Remittance Date to such Special Servicer Remittance Date, the aggregate of deposits into and withdrawals from each REO ~~Account~~Account for each category of deposit specified in Section 5.1 of this Agreement and each category of withdrawal specified in Section 5.2 of this Agreement. (e) ~~With respect to Specially Serviced Mortgage Loans and REO Properties, the~~ The Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, to deliver ~~electronically~~ to the ~~Master Servicer (~~Servicer, the Trustee and the Master Servicer shall, upon receipt, deliver electronically to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period))Operating Advisor, on or before April 15 of each year, commencing with April 15, ~~2013~~2001, (i) copies of the prior year operating statements and quarterly statements, if available, for each Mortgaged Property underlying a Specially Serviced Mortgage Loan or REO Property as of its fiscal year end, provided that either the related Mortgage Note or Mortgage requires the Mortgagor to provide such information, or if the related Mortgage Loan has become an REO Property, (ii) a copy of the most recent rent roll available for each Mortgaged Property, and (iii) a table, setting forth the Debt Service Coverage Ratio and occupancy with respect to each Mortgaged Property covered by the operating statements delivered above; provided, that, with respect to any Mortgage Loan that becomes a Specially Serviced Mortgage Loan prior to April 15, 2013 and for which the items in clause (i) and (ii) above have not been delivered, the Special Servicer shall use reasonable efforts to obtain and, to the extent obtained, deliver such items to the Master Servicer, the Certificate Administrator, the Rating Agencies (subject to Section 5.7), the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) and the Trust Advisor (other than during any Subordinate Control Period), as soon as possible after receipt of such items. (f) The Special Servicer shall deliver to the ~~Master~~ Servicer, the ~~Depositor~~Paying Agent, the ~~Certificate Administrator,~~ Depositor and the Trustee ~~and the Custodian~~ all such other information with respect to the Specially Serviced Mortgage Loans at such times and to such extent as the ~~Master~~ Servicer, the ~~Trustee~~Paying Agent, the ~~Certificate Administrator~~ Trustee or ~~the~~ Depositor may from time to time reasonably request; ~~provided~~ provided, however, that the Special Servicer shall not be required to produce any ad hoc non-standard written reports with respect to such Mortgage Loans or Companion Loans except if any Person (other than ~~the Certificate Administrator~~ Paying Agent or the Trustee) requesting such report pays a reasonable fee to be determined by the Special Servicer. (g) The Special Servicer shall deliver ~~electronically~~ a written Inspection Report of each ~~Mortgaged Property securing a~~ Specially Serviced Mortgage Loan in accordance with Section 9.3(b) to the Master Servicer (who shall deliver electronically such written inspection report to the Certificate Administrator, the 17g-5 Information Provider, the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period), and the Trust Advisor (other than during any Subordinate Control Period)9.4(b). (h) The Special Servicer shall ~~prepare~~ provide as soon as practicable after a ~~report (the “Asset Status Report”) recommending the taking of certain actions for each~~ Mortgage Loan ~~that~~ or Companion Loan becomes a Specially Serviced Mortgage Loan and deliver such Asset Status Report, together with all information reasonably requested by the Applicable Control Party in the possession of the Special Servicer that is reasonably necessary to make a decision regarding the Asset Status ReportLoan, to the Controlling Class Representative (during any Subordinate Control Period and any Collective Consultation Period) or any related Loan-Specific Directing Holder (with respect to an A/B Whole Loan or a Loan Pair as to which the holder Servicer its estimate of the related B Note or Serviced Companion Loan, as applicable, or its designee is the related Loan-Specific Directing Holder), as applicable, and the Master Servicer, the Certificate Administrator, the 17g-5 Information Provider and, during any Collective Consultation Period and any Senior Consultation Period, the Trust Advisor not later than forty-five (45) days after the servicing of such Mortgage Loan is transferred net recoverable amount to the ~~Special Servicer. Such Asset Status Report shall set forth the following information to the extent reasonably determinable:~~ Certificateholders or Companion Noteholders and anticipated expenses in connection therewith (i) and a ~~summary~~ general description of the ~~status~~ plan to achieve such recovery) of such Specially Serviced Mortgage Loan and ~~any negotiations with~~ other information reasonably requested by the ~~related Mortgagor;~~Servicer. The Special Servicer shall update such information on a quarterly basis.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Inc)

Common use of Certain Special Servicer Reports Clause in Contracts