Common use of Collection of Taxes, Assessments and Similar Items; Servicing Account; Servicing Advances; Reserve Accounts Clause in Contracts

Collection of Taxes, Assessments and Similar Items; Servicing Account; Servicing Advances; Reserve Accounts. (a) The Master Servicer shall, as to all the Serviced Loans, establish and maintain one or more accounts (each a "Servicing Account"), into which all Escrow Payments received by it with respect to the Serviced Loans shall be deposited and retained. Subject to any terms of the related loan documents that specify the nature of the account in which Escrow Payments shall be held, each Servicing Account shall be an Eligible Account. Withdrawals of amounts so collected in respect of any Serviced Loan (and interest earned thereon) from a Servicing Account may be made only: (i) to effect payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and comparable items in respect of related Mortgaged Property; (ii) to reimburse the Master Servicer, the Special Servicer or the Trustee, as applicable, for any unreimbursed Servicing Advances made thereby to cover any of the items described in the immediately preceding clause (i); (iii) to refund to the related Mortgagor any sums as may be determined to be overages; (iv) to pay interest or other income, if required and as described below, to the related Mortgagor on balances in the Servicing Account (or, if and to the extent not payable to the related Mortgagor, to pay such interest or other income (up to the amount of any Net Investment Earnings in respect of such Servicing Account for each Collection Period) to the Master Servicer); (v) disburse Insurance Proceeds if required to be applied to the repair or restoration of the related Mortgaged Property; or (vi) to clear and terminate the Servicing Account at the termination of this Agreement in accordance with Section 9.01. The Master Servicer shall pay or cause to be paid to the related Mortgagor interest, if any, earned on the investment of funds in a Servicing Account maintained thereby, if required by law or the terms of the related Serviced Loan. If the Master Servicer shall deposit into a Servicing Account any amount not required to be deposited therein, it may at any time withdraw such amount from such Servicing Account, any provision herein to the contrary notwithstanding. The Special Servicer shall within two Business Days after receipt deliver all Escrow Payments received by it to the Master Servicer for deposit into the applicable Servicing Account. (b) The Master Servicer shall as to each Serviced Loan, including each Specially Serviced Loan, (i) maintain accurate records with respect to the related Mortgaged Property reflecting the status of real estate taxes, assessments and other similar items that are or may become a lien thereon and the status of insurance premiums and any ground rents payable in respect thereof and (ii) use reasonable efforts consistent with the Servicing Standard to obtain, from time to time, all bills for the payment of such items (including renewal premiums) and effect payment thereof prior to the applicable penalty or termination date. For purposes of effecting any such payment, the Master Servicer shall apply Escrow Payments as allowed under the terms of the related loan documents; provided that if such Serviced Loan does not require the related Mortgagor to escrow for the payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and similar items, each of the Master Servicer and the Special Servicer shall use reasonable efforts, as to those Serviced Loans it is obligated to service hereunder, and subject to and in accordance with the Servicing Standard, enforce the requirement of the related Mortgage that the Mortgagor make payments in respect of such items at the time they first become due. (c) In accordance with the Servicing Standard and for all Serviced Loans, but subject to Section 3.11(h), the Master Servicer shall make a Servicing Advance with respect to each Mortgaged Property (including each Mortgaged Property relating to a Specially Serviced Loan) all such funds as are necessary for the purpose of effecting the timely payment of (i) real estate taxes, assessments and other similar items, (ii) ground rents (if applicable), and (iii) premiums on Insurance Policies, in each instance prior to the applicable penalty or termination date if and to the extent that (x) Escrow Payments (if any) collected from the related Mortgagor are insufficient to pay such item when due, and (y) the related Mortgagor has failed to pay such item on a timely basis; provided that, in the case of amounts described in the preceding clause (i), the Master Servicer shall not make a Servicing Advance of any such amount until the Master Servicer (in accordance with the Servicing Standard) has actual knowledge that the Mortgagor has not made such payments and reasonably anticipates that such amounts will not be paid by the related Mortgagor on or before the applicable penalty date. All such Advances shall be reimbursable in the first instance from related collections from the Mortgagor and further as provided in Section 3.05. No costs incurred by the Master Servicer in effecting the payment of real estate taxes, assessments and, if applicable, ground rents on or in respect of such Mortgaged Properties shall, for purposes hereof, including calculating monthly distributions to Certificateholders, be added to the respective unpaid principal balances or Stated Principal Balances of the related Serviced Loans, notwithstanding that the terms of such Serviced Loans so permit; provided that this sentence shall not be construed to limit the rights of the Master Servicer on behalf of the Trust or, if a Whole Loan is involved, on behalf of the related Companion Loan Holder, to enforce any obligations of the related Mortgagor under such Serviced Loan. The parties hereto acknowledge that, pursuant to the applicable Non-Serviced Loan Pooling and Servicing Agreement, the Beacon Seattle & DC Portfolio Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) is obligated to maxx xxxxxxxxx xxxxxxxs with respect to the Beacon Seattle & DC Portfolio Mortgage Loan and the 575 Lexington Avenue Pari Passu Mortgage Loan (as applicable). The Beacxx Xxxxxxx & XX Xxxxfolio Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) shall be entitled xx xxxxxxxxxxxxx xxx Beacon Seattle & DC Portfolio Nonrecoverable Servicing Advances or 575 Lexington Avenue Nonrecoverable Servicing Advances (as applicable) (xxxx xxx xxxxxxx xxd unpaid interest thereon provided for under the related Non-Serviced Loan Pooling and Servicing Agreement) in the manner set forth in the related Non-Serviced Loan Pooling and Servicing Agreement and the related Intercreditor Agreement. (d) The Master Servicer shall establish and maintain, as applicable, one or more accounts (the "Reserve Accounts"), in which all Reserve Funds, if any, received by it with respect to the Serviced Loans shall be deposited and retained. As and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit delivered in lieu of Reserve Funds, to pay for, or to reimburse the related Mortgagor in connection with, the costs associated with the related tenant improvements, leasing commissions, repairs, replacements, capital improvements and/or environmental testing and remediation, litigation and/or other special expenses at or with respect to the related Mortgaged Property for which such Reserve Funds were intended or such Letter of Credit was delivered and, in the case of a Reserve Fund constituting debt service reserve accounts, to apply amounts on deposit therein in respect of principal and interest on the related Serviced Loan. In addition, as and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit so delivered, to prepay the Serviced Loan in the event certain leasing or other economic criteria are not satisfied at the related Mortgaged Property (but only if such prepayment is required by the related loan documents or continuing to hold such funds or Letter of Credit as Additional Collateral is not consistent with the Servicing Standard), or to release such amounts to the related Mortgagor or otherwise apply such amounts for any other appropriate purpose in the event that such criteria are satisfied, and the Master Servicer may return any Letter of Credit so delivered to the related Mortgagor. Subject to the terms and limitations of the related loan documents, each Reserve Account shall be an Eligible Account. Interest and other income, if any, earned on funds on deposit in any Reserve Account held by the Master Servicer (to the extent of any Net Investment Earnings with respect to such Reserve Account for any Collection Period), shall be for the benefit of and payable to the Master Servicer, unless otherwise required to be paid to the related Mortgagor by law or the terms of the related Serviced Loan. Any out-of-pocket expenses incurred by the Master Servicer to enable the Master Servicer to make any draw under any Letter of Credit shall constitute a Servicing Advance, and the Master Servicer shall make reasonable efforts to recover such expenses from the related Mortgagor to the extent the Mortgagor is required to pay such expenses under the terms of the related loan documents. (e) To the extent an operations and maintenance plan is required to be established and executed pursuant to the terms of a Serviced Loan, the Master Servicer shall request from the Mortgagor written confirmation thereof within a reasonable time after the later of the Closing Date and the date as of which such plan is required to be established or completed. To the extent any repairs, capital improvements, actions or remediations are required to have been taken or completed pursuant to the terms of the Serviced Loan, the Master Servicer shall request from the Mortgagor written confirmation of such actions and remediations within a reasonable time after the later of the Closing Date and the date as of which such action or remediations are required by the related loan documents to be or to have been taken or completed. To the extent a Mortgagor shall fail to promptly respond to any inquiry described in this Section 3.03(e), the Master Servicer shall determine whether the related Mortgagor has failed to perform its obligations under the related Serviced Loan and report any such failure to the Special Servicer, the Trustee, the related Companion Loan Holder (if a Whole Loan is involved) and the Directing Certificateholder within a reasonable time after the date as of which such actions or remediations are required to be or to have been taken or completed. The Master Servicer shall promptly give written notice to the Trustee, the Special Servicer, the related Companion Loan Holder (if a Whole Loan is involved), the Controlling Holder (if an A/B Whole Loan is involved) and the Directing Certificateholder if the Master Servicer shall determine that any Mortgagor has failed to perform its obligations under the related loan documents in respect of environmental matters. (f) Promptly following the Closing Date, the Trustee shall send written notice to the Beacon Seattle & DC Portfolio Master Servicer and the Beacon Seattle & DC Portfolio Trustee stating that, as of the Closing Date, the Trustee is the holder of the Beacon Seattle & DC Portfolio Mortgage Loan and directing the Beacon Seattle & DC Portfolio Master Servicer to remit to the Master Servicer all amounts payable to, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the Beacon Seattle & DC Portfolio Mortgage Loan under the Beacon Seattle & DC Portfolio Intercreditor Agreements and the Beacon Seattle & DC Portfolio Pooling Agreement. The Master Servicer shall, on the day of receipt thereof, deposit into the Certificate Account all amounts received with respect to the Beacon Seattle & DC Portfolio Loan, Beacon Seattle & DC Portfolio Mortgaged Property or any related REO Property. (g) Promptly following the Closing Date, the Trustee shall send written notice to the 575 Lexington Avenue Master Servicer and the 575 Lexington Avenue Trustxx xxxxxxx xxxx, xx of the Closing Date, the Xxxxxxx xx xxx xxxxxr of the 575 Lexington Avenue Pari Passu Mortgage Loan and directing the 575 Lexxxxxxx Xxxxxx Xxxxxx Servicer to remit to the Master Servicer alx xxxxxxx xxxxxxx xx, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the 575 Lexington Avenue Pari Passu Mortgage Loan under the 575 Lexington Axxxxx Xxxxxxxxxxxxx Agreements and the 575 Lexington Avexxx Xxxxxxx Xxxxxxxxt. The Master Servicer shall, on txx xxx xx xxxxxxx xxereof, deposit into the Certificate Account all amounts received with respect to the 575 Lexington Avenue Pari Passu Loan, the 575 Lexington Avenue Mortgagex Xxxxxxxx xx xxx xxlated REO Property.

Collection of Taxes, Assessments and Similar Items; Servicing Account; Servicing Advances; Reserve Accounts. (a) The Master Servicer shall, as to all the Serviced Loans, establish and maintain one or more accounts (each a "Servicing Account"), into which all Escrow Payments received by it with respect to the Serviced Loans shall be deposited and retained. Subject to any terms of the related loan documents that specify the nature of the account in which Escrow Payments shall be held, each Servicing Account shall be an Eligible Account. Withdrawals of amounts so collected in respect of any Serviced Loan (and interest earned thereon) from a Servicing Account may be made only: (i) to effect payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and comparable items in respect of related Mortgaged Property; (ii) to reimburse the Master Servicer, the Special Servicer or the Trustee, as applicable, for any unreimbursed Servicing Advances made thereby to cover any of the items described in the immediately preceding clause (i); (iii) to refund to the related Mortgagor any sums as may be determined to be overages; (iv) to pay interest or other income, if required and as described below, to the related Mortgagor on balances in the Servicing Account (or, if and to the extent not payable to the related Mortgagor, to pay such interest or other income (up to the amount of any Net Investment Earnings in respect of such Servicing Account for each Collection Period) to the Master Servicer); (v) disburse Insurance Proceeds if required to be applied to the repair or restoration of the related Mortgaged Property; or (vi) to clear and terminate the Servicing Account at the termination of this Agreement in accordance with Section 9.01. The Master Servicer shall pay or cause to be paid to the related Mortgagor interest, if any, earned on the investment of funds in a Servicing Account maintained thereby, if required by law or the terms of the related Serviced Loan. If the Master Servicer shall deposit into a Servicing Account any amount not required to be deposited therein, it may at any time withdraw such amount from such Servicing Account, any provision herein to the contrary notwithstanding. The Special Servicer shall within two Business Days after receipt deliver all Escrow Payments received by it to the Master Servicer for deposit into the applicable Servicing Account. (b) The Master Servicer shall as to each Serviced Loan, including each Specially Serviced Loan, (i) maintain accurate records with respect to the related Mortgaged Property reflecting the status of real estate taxes, assessments and other similar items that are or may become a lien thereon and the status of insurance premiums and any ground rents payable in respect thereof and (ii) use reasonable efforts consistent with the Servicing Standard to obtain, from time to time, all bills for the payment of such items (including renewal premiums) and effect payment thereof prior to the applicable penalty or termination date. For purposes of effecting any such payment, the Master Servicer shall apply Escrow Payments as allowed under the terms of the related loan documents; provided that if such Serviced Loan does not require the related Mortgagor to escrow for the payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and similar items, each of the Master Servicer and the Special Servicer shall use reasonable efforts, as to those Serviced Loans it is obligated to service hereunder, and subject to and in accordance with the Servicing Standard, enforce the requirement of the related Mortgage that the Mortgagor make payments in respect of such items at the time they first become due. (c) In accordance with the Servicing Standard and for all Serviced Loans, but subject to Section 3.11(h), the Master Servicer shall make a Servicing Advance with respect to each Mortgaged Property (including each Mortgaged Property relating to a Specially Serviced Loan) all such funds as are necessary for the purpose of effecting the timely payment of (i) real estate taxes, assessments and other similar items, (ii) ground rents (if applicable), and (iii) premiums on Insurance Policies, in each instance prior to the applicable penalty or termination date if and to the extent that (x) Escrow Payments (if any) collected from the related Mortgagor are insufficient to pay such item when due, and (y) the related Mortgagor has failed to pay such item on a timely basis; provided that, in the case of amounts described in the preceding clause (i), the Master Servicer shall not make a Servicing Advance of any such amount until the Master Servicer (in accordance with the Servicing Standard) has actual knowledge that the Mortgagor has not made such payments and reasonably anticipates that such amounts will not be paid by the related Mortgagor on or before the applicable penalty date. All such Advances shall be reimbursable in the first instance from related collections from the Mortgagor and further as provided in Section 3.05. No costs incurred by the Master Servicer in effecting the payment of real estate taxes, assessments and, if applicable, ground rents on or in respect of such Mortgaged Properties shall, for purposes hereof, including calculating monthly distributions to Certificateholders, be added to the respective unpaid principal balances or Stated Principal Balances of the related Serviced Loans, notwithstanding that the terms of such Serviced Loans so permit; provided that this sentence shall not be construed to limit the rights of the Master Servicer on behalf of the Trust or, if a Whole Loan is involved, on behalf of the related Companion Loan Holder, to enforce any obligations of the related Mortgagor under such Serviced Loan. The parties hereto acknowledge that, pursuant to the applicable Non-Serviced Loan Pooling and Servicing Agreement, the Beacon Seattle & DC Portfolio Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) is obligated to maxx xxxxxxxxx xxxxxxxs with respect to the Beacon Seattle & DC Portfolio Mortgage Loan and the 575 Lexington Avenue Pari Passu Mortgage Loan (as applicable). The Beacxx Xxxxxxx & XX Xxxxfolio Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) shall be entitled xx xxxxxxxxxxxxx xxx Beacon Seattle & DC Portfolio Nonrecoverable Servicing Advances or 575 Lexington Avenue Nonrecoverable Servicing Advances (as applicable) (xxxx xxx xxxxxxx xxd unpaid interest thereon provided for under the related Non-Serviced Loan Pooling and Servicing Agreement) in the manner set forth in the related Non-Serviced Loan Pooling and Servicing Agreement and the related Intercreditor Agreement. (d) The Master Servicer shall establish and maintain, as applicable, one or more accounts (the "Reserve Accounts"), in which all Reserve Funds, if any, received by it with respect to the Serviced Loans shall be deposited and retained. As and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit delivered in lieu of Reserve Funds, to pay for, or to reimburse the related Mortgagor in connection with, the costs associated with the related tenant improvements, leasing commissions, repairs, replacements, capital improvements and/or environmental testing and remediation, litigation and/or other special expenses at or with respect to the related Mortgaged Property for which such Reserve Funds were intended or such Letter of Credit was delivered and, in the case of a Reserve Fund constituting debt service reserve accounts, to apply amounts on deposit therein in respect of principal and interest on the related Serviced Loan. In addition, as and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit so delivered, to prepay the Serviced Loan in the event certain leasing or other economic criteria are not satisfied at the related Mortgaged Property (but only if such prepayment is required by the related loan documents or continuing to hold such funds or Letter of Credit as Additional Collateral is not consistent with the Servicing Standard), or to release such amounts to the related Mortgagor or otherwise apply such amounts for any other appropriate purpose in the event that such criteria are satisfied, and the Master Servicer may return any Letter of Credit so delivered to the related Mortgagor. Subject to the terms and limitations of the related loan documents, each Reserve Account shall be an Eligible Account. Interest and other income, if any, earned on funds on deposit in any Reserve Account held by the Master Servicer (to the extent of any Net Investment Earnings with respect to such Reserve Account for any Collection Period), shall be for the benefit of and payable to the Master Servicer, unless otherwise required to be paid to the related Mortgagor by law or the terms of the related Serviced Loan. Any out-of-pocket expenses incurred by the Master Servicer to enable the Master Servicer to make any draw under any Letter of Credit shall constitute a Servicing Advance, and the Master Servicer shall make reasonable efforts to recover such expenses from the related Mortgagor to the extent the Mortgagor is required to pay such expenses under the terms of the related loan documents. (e) To the extent an operations and maintenance plan is required to be established and executed pursuant to the terms of a Serviced Loan, the Master Servicer shall request from the Mortgagor written confirmation thereof within a reasonable time after the later of the Closing Date and the date as of which such plan is required to be established or completed. To the extent any repairs, capital improvements, actions or remediations are required to have been taken or completed pursuant to the terms of the Serviced Loan, the Master Servicer shall request from the Mortgagor written confirmation of such actions and remediations within a reasonable time after the later of the Closing Date and the date as of which such action or remediations are required by the related loan documents to be or to have been taken or completed. To the extent a Mortgagor shall fail to promptly respond to any inquiry described in this Section 3.03(e), the Master Servicer shall determine whether the related Mortgagor has failed to perform its obligations under the related Serviced Loan and report any such failure to the Special Servicer, the Trustee, the related Companion Loan Holder (if a Whole Loan is involved) and the Directing Certificateholder within a reasonable time after the date as of which such actions or remediations are required to be or to have been taken or completed. The Master Servicer shall promptly give written notice to the Trustee, the Special Servicer, the related Companion Loan Holder (if a Whole Loan is involved), the Controlling Holder (if an A/B Whole Loan is involved) and the Directing Certificateholder if the Master Servicer shall determine that any Mortgagor has failed to perform its obligations under the related loan documents in respect of environmental matters. (f) Promptly following the Closing Date, the Trustee shall send written notice to the Beacon Seattle & DC Portfolio Master Servicer and the Beacon Seattle & DC Portfolio Trustee stating that, as of the Closing Date, the Trustee is the holder of the Beacon Seattle & DC Portfolio Mortgage Loan and directing the Beacon Seattle & DC Portfolio Master Servicer to remit to the Master Servicer all amounts payable to, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the Beacon Seattle & DC Portfolio Mortgage Loan under the Beacon Seattle & DC Portfolio Intercreditor Agreements and the Beacon Seattle & DC Portfolio Pooling Agreement. The Master Servicer shall, on the day of receipt thereof, deposit into the Certificate Account all amounts received with respect to the Beacon Seattle & DC Portfolio Loan, Beacon Seattle & DC Portfolio Mortgaged Property or any related REO Property. (g) Promptly following the Closing Date, the Trustee shall send written notice to the 575 Lexington Avenue Master Servicer and the 575 Lexington Avenue Trustxx xxxxxxx xxxx, xx of the Closing Date, the Xxxxxxx xx xxx xxxxxr of the 575 Lexington Avenue Pari Passu Mortgage Loan and directing the 575 Lexxxxxxx Xxxxxx Xxxxxx Servicer to remit to the Master Servicer alx xxxxxxx xxxxxxx xx, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the 575 Lexington Avenue Pari Passu Mortgage Loan under the 575 Lexington Axxxxx Xxxxxxxxxxxxx Agreements and the 575 Lexington Avexxx Xxxxxxx Xxxxxxxxt. The Master Servicer shall, on txx xxx xx xxxxxxx xxereof, deposit into the Certificate Account all amounts received with respect to the 575 Lexington Avenue Pari Passu Loan, the 575 Lexington Avenue Mortgagex Xxxxxxxx xx xxx xxlated REO Property.

Collection of Taxes, Assessments and Similar Items; Servicing Account; Servicing Advances; Reserve Accounts. (a) The Master Servicer shall, as to all the Serviced Mortgage Loans, establish and maintain one or more accounts (each a "“Servicing Account"”), into which all Escrow Payments received by it with respect to the Serviced Mortgage Loans shall be deposited and retained. Subject to any terms of the related loan documents that specify the nature of the account in which Escrow Payments shall be held, each Servicing Account shall be an Eligible Account. Withdrawals of amounts so collected in respect of any Serviced Mortgage Loan (and interest earned thereon) from a Servicing Account may be made only: (i) to effect payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and comparable items in respect of related Mortgaged Property; (ii) to reimburse the Master Servicer, the Special Servicer or the Trustee, Trustee as applicable, for any unreimbursed Servicing Advances made thereby to cover any of the items described in the immediately preceding clause (i); (iii) to refund to the related Mortgagor any sums as may be determined to be overages; (iv) to pay interest or other income, if required and as described below, to the related Mortgagor on balances in the Servicing Account (or, if and to the extent not payable to the related Mortgagor, to pay such interest or other income (up to the amount of any Net Investment Earnings in respect of such Servicing Account for each Collection Period) to the Master Servicer); (v) disburse Insurance Proceeds if required to be applied to the repair or restoration of the related Mortgaged Property; or (vi) to clear and terminate the Servicing Account at the termination of this Agreement in accordance with Section 9.01. The Master Servicer shall pay or cause to be paid to the related Mortgagor interest, if any, earned on the investment of funds in a Servicing Account maintained thereby, if required by law or the terms of the related Serviced Mortgage Loan. If the Master Servicer shall deposit into a Servicing Account any amount not required to be deposited therein, it may at any time withdraw such amount from such Servicing Account, any provision herein to the contrary notwithstanding. The Special Servicer shall within two [___] Business Days after receipt deliver all Escrow Payments received by it to the Master Servicer for deposit into the applicable Servicing Account. (b) The Master Servicer shall as to each Serviced Mortgage Loan, including each Specially Serviced Mortgage Loan, (i) maintain accurate records with respect to the related Mortgaged Property reflecting the status of real estate taxes, assessments and other similar items that are or may become a lien thereon and the status of insurance premiums and any ground rents payable in respect thereof and (ii) use reasonable efforts consistent with the Servicing Standard to obtain, from time to time, all bills for the payment of such items (including renewal premiums) and effect payment thereof prior to the applicable penalty or termination date. For purposes of effecting any such payment, the Master Servicer shall apply Escrow Payments as allowed under the terms of the related loan documents; provided that if such Serviced Mortgage Loan does not require the related Mortgagor to escrow for the payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and similar items, each of the Master Servicer and the Special Servicer shall use reasonable efforts, as to those Serviced Mortgage Loans it is obligated to service hereunder, and subject to and in accordance with the Servicing Standard, enforce the requirement of the related Mortgage that the Mortgagor make payments in respect of such items at the time they first become due. (c) In accordance with the Servicing Standard and for all Serviced Mortgage Loans, but subject to Section 3.11(h), the Master Servicer shall make a Servicing Advance with respect to each Mortgaged Property (including each Mortgaged Property relating to a Specially Serviced Mortgage Loan) all such funds as are necessary for the purpose of effecting the timely payment of (i) real estate taxes, assessments and other similar items, (ii) ground rents (if applicable), and (iii) premiums on Insurance Policies, in each instance prior to the applicable penalty or termination date if and to the extent that (x) Escrow Payments (if any) collected from the related Mortgagor are insufficient to pay such item when due, and (y) the related Mortgagor has failed to pay such item on a timely basis; provided that, in the case of amounts described in the preceding clause (i), the Master Servicer shall not make a Servicing Advance of any such amount until the Master Servicer (in accordance with the Servicing Standard) has actual knowledge that the Mortgagor has not made such payments and reasonably anticipates that such amounts will not be paid by the related Mortgagor on or before the applicable penalty date. All such Advances shall be reimbursable in the first instance from related collections from the Mortgagor and further as provided in Section 3.05. No costs incurred by the Master Servicer in effecting the payment of real estate taxes, assessments and, if applicable, ground rents on or in respect of such Mortgaged Properties shall, for purposes hereof, including calculating monthly distributions to Certificateholders, be added to the respective unpaid principal balances or Stated Principal Balances of the related Serviced Mortgage Loans, notwithstanding that the terms of such Serviced Mortgage Loans so permit; provided that this sentence shall not be construed to limit the rights of the Master Servicer on behalf of the Trust or, if a Whole Loan is involved, on behalf of the related Companion Loan Holder, to enforce any obligations of the related Mortgagor under such Serviced Loan. The parties hereto acknowledge that, pursuant to the applicable Non-Serviced Loan Pooling and Servicing Agreement, the Beacon Seattle & DC Portfolio Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) is obligated to maxx xxxxxxxxx xxxxxxxs with respect to the Beacon Seattle & DC Portfolio Mortgage Loan and the 575 Lexington Avenue Pari Passu Mortgage Loan (as applicable). The Beacxx Xxxxxxx & XX Xxxxfolio Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) shall be entitled xx xxxxxxxxxxxxx xxx Beacon Seattle & DC Portfolio Nonrecoverable Servicing Advances or 575 Lexington Avenue Nonrecoverable Servicing Advances (as applicable) (xxxx xxx xxxxxxx xxd unpaid interest thereon provided for under the related Non-Serviced Loan Pooling and Servicing Agreement) in the manner set forth in the related Non-Serviced Loan Pooling and Servicing Agreement and the related Intercreditor AgreementTrust. (d) The Master Servicer shall establish and maintain, as applicable, one or more accounts (the "“Reserve Accounts"”), in which all Reserve Funds, if any, received by it with respect to the Serviced Loans Mortgage Loan shall be deposited and retained. As and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit delivered in lieu of Reserve Funds, to pay for, or to reimburse the related Mortgagor in connection with, the costs associated with the related tenant improvements, leasing commissions, repairs, replacements, capital improvements and/or environmental testing and remediation, litigation and/or other special expenses at or with respect to the related Mortgaged Property for which such Reserve Funds were intended or such Letter of Credit was delivered and, in the case of a Reserve Fund constituting debt service reserve accounts, to apply amounts on deposit therein in respect of principal and interest on the related Serviced Mortgage Loan. In addition, as and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit so delivered, to prepay the Serviced Mortgage Loan in the event certain leasing or other economic criteria are not satisfied at the related Mortgaged Property (but only if such prepayment is required by the related loan documents or continuing to hold such funds or Letter of Credit as Additional Collateral is not consistent with the Servicing Standard), or to release such amounts to the related Mortgagor or otherwise apply such amounts for any other appropriate purpose in the event that such criteria are satisfied, and the Master Servicer may return any Letter of Credit so delivered to the related Mortgagor. Subject to the terms and limitations of the related loan documents, each Reserve Account shall be an Eligible Account. Interest and other income, if any, earned on funds on deposit in any Reserve Account held by the Master Servicer (to the extent of any Net Investment Earnings with respect to such Reserve Account for any Collection Period), shall be for the benefit of and payable to the Master Servicer, unless otherwise required to be paid to the related Mortgagor by law or the terms of the related Serviced Mortgage Loan. Any out-of-pocket expenses incurred by the Master Servicer to enable the Master Servicer to make any draw under any Letter of Credit shall constitute a Servicing Advance, and the Master Servicer shall make reasonable efforts to recover such expenses from the related Mortgagor to the extent the Mortgagor is required to pay such expenses under the terms of the related loan documents. (e) To the extent an operations and maintenance plan is required to be established and executed pursuant to the terms of a Serviced Mortgage Loan, the Master Servicer shall request from the Mortgagor written confirmation thereof within a reasonable time after the later of the Closing Date and the date as of which such plan is required to be established or completed. To the extent any repairs, capital improvements, actions or remediations are required to have been taken or completed pursuant to the terms of the Serviced Mortgage Loan, the Master Servicer shall request from the Mortgagor written confirmation of such actions and remediations within a reasonable time after the later of the Closing Date and the date as of which such action or remediations are required by the related loan documents to be or to have been taken or completed. To the extent a Mortgagor shall fail to promptly respond to any inquiry described in this Section 3.03(e), the Master Servicer shall determine whether the related Mortgagor has failed to perform its obligations under the related Serviced Mortgage Loan and report any such failure to the Special Servicer, the Trustee, the related Companion Loan Holder (if a Whole Loan is involved) Trustee and the Directing Certificateholder within a reasonable time after the date as of which such actions or remediations are required to be or to have been taken or completed. The Master Servicer shall promptly give written notice to the Trustee, the Special Servicer, the related Companion Loan Holder (if a Whole Loan is involved), the Controlling Holder (if an A/B Whole Loan is involved) Servicer and the Directing Certificateholder if the Master Servicer shall determine that any Mortgagor has failed to perform its obligations under the related loan documents in respect of environmental matters. (f) Promptly following the Closing Date, the Trustee shall send written notice to the Beacon Seattle & DC Portfolio Master Servicer and the Beacon Seattle & DC Portfolio Trustee stating that, as of the Closing Date, the Trustee is the holder of the Beacon Seattle & DC Portfolio Mortgage Loan and directing the Beacon Seattle & DC Portfolio Master Servicer to remit to the Master Servicer all amounts payable to, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the Beacon Seattle & DC Portfolio Mortgage Loan under the Beacon Seattle & DC Portfolio Intercreditor Agreements and the Beacon Seattle & DC Portfolio Pooling Agreement. The Master Servicer shall, on the day of receipt thereof, deposit into the Certificate Account all amounts received with respect to the Beacon Seattle & DC Portfolio Loan, Beacon Seattle & DC Portfolio Mortgaged Property or any related REO Property. (g) Promptly following the Closing Date, the Trustee shall send written notice to the 575 Lexington Avenue Master Servicer and the 575 Lexington Avenue Trustxx xxxxxxx xxxx, xx of the Closing Date, the Xxxxxxx xx xxx xxxxxr of the 575 Lexington Avenue Pari Passu Mortgage Loan and directing the 575 Lexxxxxxx Xxxxxx Xxxxxx Servicer to remit to the Master Servicer alx xxxxxxx xxxxxxx xx, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the 575 Lexington Avenue Pari Passu Mortgage Loan under the 575 Lexington Axxxxx Xxxxxxxxxxxxx Agreements and the 575 Lexington Avexxx Xxxxxxx Xxxxxxxxt. The Master Servicer shall, on txx xxx xx xxxxxxx xxereof, deposit into the Certificate Account all amounts received with respect to the 575 Lexington Avenue Pari Passu Loan, the 575 Lexington Avenue Mortgagex Xxxxxxxx xx xxx xxlated REO Property.

Collection of Taxes, Assessments and Similar Items; Servicing Account; Servicing Advances; Reserve Accounts. (a) The Master Servicer shall, as to all the Serviced Mortgage Loans, establish and maintain one or more accounts (each a "Servicing Account"), into which all Escrow Payments received by it with respect to the Serviced Mortgage Loans shall be deposited and retained. Subject to any terms of the related loan documents that specify the nature of the account in which Escrow Payments shall be held, each Servicing Account shall be an Eligible Account. Withdrawals of amounts so collected in respect of any Serviced Mortgage Loan (and interest earned thereon) from a Servicing Account may be made only: (i) to effect payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and comparable items in respect of related Mortgaged Property; (ii) to reimburse the Master Servicer, the Special Servicer or the Trustee, Trustee as applicable, for any unreimbursed Servicing Advances made thereby to cover any of the items described in the immediately preceding clause (i); (iii) to refund to the related Mortgagor any sums as may be determined to be overages; (iv) to pay interest or other income, if required and as described below, to the related Mortgagor on balances in the Servicing Account (or, if and to the extent not payable to the related Mortgagor, to pay such interest or other income (up to the amount of any Net Investment Earnings in respect of such Servicing Account for each Collection Period) to the Master Servicer); (v) disburse Insurance Proceeds if required to be applied to the repair or restoration of the related Mortgaged Property; or (vi) to clear and terminate the Servicing Account at the termination of this Agreement in accordance with Section 9.01. The Master Servicer shall pay or cause to be paid to the related Mortgagor interest, if any, earned on the investment of funds in a Servicing Account maintained thereby, if required by law or the terms of the related Serviced Mortgage Loan. If the Master Servicer shall deposit into a Servicing Account any amount not required to be deposited therein, it may at any time withdraw such amount from such Servicing Account, any provision herein to the contrary notwithstanding. The Special Servicer shall within two [___] Business Days after receipt deliver all Escrow Payments received by it to the Master Servicer for deposit into the applicable Servicing Account. (b) The Master Servicer shall as to each Serviced Mortgage Loan, including each Specially Serviced Mortgage Loan, (i) maintain accurate records with respect to the related Mortgaged Property reflecting the status of real estate taxes, assessments and other similar items that are or may become a lien thereon and the status of insurance premiums and any ground rents payable in respect thereof and (ii) use reasonable efforts consistent with the Servicing Standard to obtain, from time to time, all bills for the payment of such items (including renewal premiums) and effect payment thereof prior to the applicable penalty or termination date. For purposes of effecting any such payment, the Master Servicer shall apply Escrow Payments as allowed under the terms of the related loan documents; provided that if such Serviced Mortgage Loan does not require the related Mortgagor to escrow for the payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and similar items, each of the Master Servicer and the Special Servicer shall use reasonable efforts, as to those Serviced Mortgage Loans it is obligated to service hereunder, and subject to and in accordance with the Servicing Standard, enforce the requirement of the related Mortgage that the Mortgagor make payments in respect of such items at the time they first become due. (c) In accordance with the Servicing Standard and for all Serviced Mortgage Loans, but subject to Section 3.11(h), the Master Servicer shall make a Servicing Advance with respect to each Mortgaged Property (including each Mortgaged Property relating to a Specially Serviced Mortgage Loan) all such funds as are necessary for the purpose of effecting the timely payment of (i) real estate taxes, assessments and other similar items, (ii) ground rents (if applicable), and (iii) premiums on Insurance Policies, in each instance prior to the applicable penalty or termination date if and to the extent that (x) Escrow Payments (if any) collected from the related Mortgagor are insufficient to pay such item when due, and (y) the related Mortgagor has failed to pay such item on a timely basis; provided that, in the case of amounts described in the preceding clause (i), the Master Servicer shall not make a Servicing Advance of any such amount until the Master Servicer (in accordance with the Servicing Standard) has actual knowledge that the Mortgagor has not made such payments and reasonably anticipates that such amounts will not be paid by the related Mortgagor on or before the applicable penalty date. All such Advances shall be reimbursable in the first instance from related collections from the Mortgagor and further as provided in Section 3.05. No costs incurred by the Master Servicer in effecting the payment of real estate taxes, assessments and, if applicable, ground rents on or in respect of such Mortgaged Properties shall, for purposes hereof, including calculating monthly distributions to Certificateholders, be added to the respective unpaid principal balances or Stated Principal Balances of the related Serviced Mortgage Loans, notwithstanding that the terms of such Serviced Mortgage Loans so permit; provided that this sentence shall not be construed to limit the rights of the Master Servicer on behalf of the Trust or, if a Whole Loan is involved, on behalf of the related Companion Loan Holder, to enforce any obligations of the related Mortgagor under such Serviced Loan. The parties hereto acknowledge that, pursuant to the applicable Non-Serviced Loan Pooling and Servicing Agreement, the Beacon Seattle & DC Portfolio Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) is obligated to maxx xxxxxxxxx xxxxxxxs with respect to the Beacon Seattle & DC Portfolio Mortgage Loan and the 575 Lexington Avenue Pari Passu Mortgage Loan (as applicable). The Beacxx Xxxxxxx & XX Xxxxfolio Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) shall be entitled xx xxxxxxxxxxxxx xxx Beacon Seattle & DC Portfolio Nonrecoverable Servicing Advances or 575 Lexington Avenue Nonrecoverable Servicing Advances (as applicable) (xxxx xxx xxxxxxx xxd unpaid interest thereon provided for under the related Non-Serviced Loan Pooling and Servicing Agreement) in the manner set forth in the related Non-Serviced Loan Pooling and Servicing Agreement and the related Intercreditor AgreementTrust. (d) The Master Servicer shall establish and maintain, as applicable, one or more accounts (the "Reserve Accounts"), in which all Reserve Funds, if any, received by it with respect to the Serviced Loans Mortgage Loan shall be deposited and retained. As and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit delivered in lieu of Reserve Funds, to pay for, or to reimburse the related Mortgagor in connection with, the costs associated with the related tenant improvements, leasing commissions, repairs, replacements, capital improvements and/or environmental testing and remediation, litigation and/or other special expenses at or with respect to the related Mortgaged Property for which such Reserve Funds were intended or such Letter of Credit was delivered and, in the case of a Reserve Fund constituting debt service reserve accounts, to apply amounts on deposit therein in respect of principal and interest on the related Serviced Mortgage Loan. In addition, as and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit so delivered, to prepay the Serviced Mortgage Loan in the event certain leasing or other economic criteria are not satisfied at the related Mortgaged Property (but only if such prepayment is required by the related loan documents or continuing to hold such funds or Letter of Credit as Additional Collateral is not consistent with the Servicing Standard), or to release such amounts to the related Mortgagor or otherwise apply such amounts for any other appropriate purpose in the event that such criteria are satisfied, and the Master Servicer may return any Letter of Credit so delivered to the related Mortgagor. Subject to the terms and limitations of the related loan documents, each Reserve Account shall be an Eligible Account. Interest and other income, if any, earned on funds on deposit in any Reserve Account held by the Master Servicer (to the extent of any Net Investment Earnings with respect to such Reserve Account for any Collection Period), shall be for the benefit of and payable to the Master Servicer, unless otherwise required to be paid to the related Mortgagor by law or the terms of the related Serviced Mortgage Loan. Any out-of-pocket expenses incurred by the Master Servicer to enable the Master Servicer to make any draw under any Letter of Credit shall constitute a Servicing Advance, and the Master Servicer shall make reasonable efforts to recover such expenses from the related Mortgagor to the extent the Mortgagor is required to pay such expenses under the terms of the related loan documents. (e) To the extent an operations and maintenance plan is required to be established and executed pursuant to the terms of a Serviced Mortgage Loan, the Master Servicer shall request from the Mortgagor written confirmation thereof within a reasonable time after the later of the Closing Date and the date as of which such plan is required to be established or completed. To the extent any repairs, capital improvements, actions or remediations are required to have been taken or completed pursuant to the terms of the Serviced Mortgage Loan, the Master Servicer shall request from the Mortgagor written confirmation of such actions and remediations within a reasonable time after the later of the Closing Date and the date as of which such action or remediations are required by the related loan documents to be or to have been taken or completed. To the extent a Mortgagor shall fail to promptly respond to any inquiry described in this Section 3.03(e), the Master Servicer shall determine whether the related Mortgagor has failed to perform its obligations under the related Serviced Mortgage Loan and report any such failure to the Special Servicer, the Trustee, the related Companion Loan Holder (if a Whole Loan is involved) Trustee and the Directing Certificateholder within a reasonable time after the date as of which such actions or remediations are required to be or to have been taken or completed. The Master Servicer shall promptly give written notice to the Trustee, the Special Servicer, the related Companion Loan Holder (if a Whole Loan is involved), the Controlling Holder (if an A/B Whole Loan is involved) Servicer and the Directing Certificateholder if the Master Servicer shall determine that any Mortgagor has failed to perform its obligations under the related loan documents in respect of environmental matters. (f) Promptly following the Closing Date, the Trustee shall send written notice to the Beacon Seattle & DC Portfolio Master Servicer and the Beacon Seattle & DC Portfolio Trustee stating that, as of the Closing Date, the Trustee is the holder of the Beacon Seattle & DC Portfolio Mortgage Loan and directing the Beacon Seattle & DC Portfolio Master Servicer to remit to the Master Servicer all amounts payable to, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the Beacon Seattle & DC Portfolio Mortgage Loan under the Beacon Seattle & DC Portfolio Intercreditor Agreements and the Beacon Seattle & DC Portfolio Pooling Agreement. The Master Servicer shall, on the day of receipt thereof, deposit into the Certificate Account all amounts received with respect to the Beacon Seattle & DC Portfolio Loan, Beacon Seattle & DC Portfolio Mortgaged Property or any related REO Property. (g) Promptly following the Closing Date, the Trustee shall send written notice to the 575 Lexington Avenue Master Servicer and the 575 Lexington Avenue Trustxx xxxxxxx xxxx, xx of the Closing Date, the Xxxxxxx xx xxx xxxxxr of the 575 Lexington Avenue Pari Passu Mortgage Loan and directing the 575 Lexxxxxxx Xxxxxx Xxxxxx Servicer to remit to the Master Servicer alx xxxxxxx xxxxxxx xx, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the 575 Lexington Avenue Pari Passu Mortgage Loan under the 575 Lexington Axxxxx Xxxxxxxxxxxxx Agreements and the 575 Lexington Avexxx Xxxxxxx Xxxxxxxxt. The Master Servicer shall, on txx xxx xx xxxxxxx xxereof, deposit into the Certificate Account all amounts received with respect to the 575 Lexington Avenue Pari Passu Loan, the 575 Lexington Avenue Mortgagex Xxxxxxxx xx xxx xxlated REO Property.

Collection of Taxes, Assessments and Similar Items; Servicing Account; Servicing Advances; Reserve Accounts. (a) The Master Servicer shall, as to all the Serviced Loans, establish and maintain one or more accounts (each a "Servicing Account"), into which all Escrow Payments received by it with respect to the Serviced Loans shall be deposited and retained. Subject to any terms of the related loan documents that specify the nature of the account in which Escrow Payments shall be held, each Servicing Account shall be an Eligible Account. Withdrawals of amounts so collected in respect of any Serviced Loan (and interest earned thereon) from a Servicing Account may be made only: (i) to effect payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and comparable items in respect of related Mortgaged Property; (ii) to reimburse the Master Servicer, the Special Servicer or the Trustee, as applicable, for any unreimbursed Servicing Advances made thereby to cover any of the items described in the immediately preceding clause (i); (iii) to refund to the related Mortgagor any sums as may be determined to be overages; (iv) to pay interest or other income, if required and as described below, to the related Mortgagor on balances in the Servicing Account (or, if and to the extent not payable to the related Mortgagor, to pay such interest or other income (up to the amount of any Net Investment Earnings in respect of such Servicing Account for each Collection Period) to the Master Servicer); (v) disburse Insurance Proceeds if required to be applied to the repair or restoration of the related Mortgaged Property; or (vi) to clear and terminate the Servicing Account at the termination of this Agreement in accordance with Section 9.01. The Master Servicer shall pay or cause to be paid to the related Mortgagor interest, if any, earned on the investment of funds in a Servicing Account maintained thereby, if required by law or the terms of the related Serviced Loan. If the Master Servicer shall deposit into a Servicing Account any amount not required to be deposited therein, it may at any time withdraw such amount from such Servicing Account, any provision herein to the contrary notwithstanding. The Special Servicer shall within two Business Days after receipt deliver all Escrow Payments received by it to the Master Servicer for deposit into the applicable Servicing Account. (b) The Master Servicer shall as to each Serviced Loan, including each Specially Serviced Loan, (i) maintain accurate records with respect to the related Mortgaged Property reflecting the status of real estate taxes, assessments and other similar items that are or may become a lien thereon and the status of insurance premiums and any ground rents payable in respect thereof and (ii) use reasonable efforts consistent with the Servicing Standard to obtain, from time to time, all bills for the payment of such items (including renewal premiums) and effect payment thereof prior to the applicable penalty or termination date. For purposes of effecting any such payment, the Master Servicer shall apply Escrow Payments as allowed under the terms of the related loan documents; provided that if such Serviced Loan does not require the related Mortgagor to escrow for the payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and similar items, each of the Master Servicer and the Special Servicer shall use reasonable efforts, as to those Serviced Loans it is obligated to service hereunder, and subject to and in accordance with the Servicing Standard, enforce the requirement of the related Mortgage that the Mortgagor make payments in respect of such items at the time they first become due. (c) In accordance with the Servicing Standard and for all Serviced Loans, but subject to Section 3.11(h), the Master Servicer shall make a Servicing Advance with respect to each Mortgaged Property (including each Mortgaged Property relating to a Specially Serviced Loan) all such funds as are necessary for the purpose of effecting the timely payment of (i) real estate taxes, assessments and other similar items, (ii) ground rents (if applicable), and (iii) premiums on Insurance Policies, in each instance prior to the applicable penalty or termination date if and to the extent that (x) Escrow Payments (if any) collected from the related Mortgagor are insufficient to pay such item when due, and (y) the related Mortgagor has failed to pay such item on a timely basis; provided that, in the case of amounts described in the preceding clause (i), the Master Servicer shall not make a Servicing Advance of any such amount until the Master Servicer (in accordance with the Servicing Standard) has actual knowledge that the Mortgagor has not made such payments and reasonably anticipates that such amounts will not be paid by the related Mortgagor on or before the applicable penalty date. All such Advances shall be reimbursable in the first instance from related collections from the Mortgagor and further as provided in Section 3.05. No costs incurred by the Master Servicer in effecting the payment of real estate taxes, assessments and, if applicable, ground rents on or in respect of such Mortgaged Properties shall, for purposes hereof, including calculating monthly distributions to Certificateholders, be added to the respective unpaid principal balances or Stated Principal Balances of the related Serviced Loans, notwithstanding that the terms of such Serviced Loans so permit; provided that this sentence shall not be construed to limit the rights of the Master Servicer on behalf of the Trust or, if a Whole Loan is involved, on behalf of the related Companion Loan Holder, to enforce any obligations of the related Mortgagor under such Serviced Loan. The parties hereto acknowledge that, pursuant to the applicable Non-Serviced Loan Pooling and Servicing Agreement, the Beacon Seattle & DC Portfolio ChampionsGate Hotel Master Servicer or the 575 Lexington One Park Avenue Master Servicer (as applicable) is obligated to maxx xxxxxxxxx xxxxxxxs make servicing advances with respect to the Beacon Seattle & DC Portfolio ChampionsGate Hotel Pari Passu Mortgage Loan and or the 575 Lexington One Park Avenue Pari Passu Mortgage Loan (as applicable). The Beacxx Xxxxxxx & XX Xxxxfolio ChampionsGate Hotel Master Servicer or the 575 Lexington One Park Avenue Master Servicer (as applicable) shall be entitled xx xxxxxxxxxxxxx xxx Beacon Seattle & DC Portfolio to reimbursement for ChampionsGate Hotel Nonrecoverable Servicing Advances or 575 Lexington One Park Avenue Nonrecoverable Servicing Advances (as applicable) (xxxx xxx xxxxxxx xxd with any accrued and unpaid interest thereon provided for under the related Non-Serviced Loan Pooling and Servicing Agreement) in the manner set forth in the related Non-Serviced Loan Pooling and Servicing Agreement and the related Intercreditor Agreement. (d) The Master Servicer shall establish and maintain, as applicable, one or more accounts (the "Reserve Accounts"), in which all Reserve Funds, if any, received by it with respect to the Serviced Loans shall be deposited and retained. As and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit delivered in lieu of Reserve Funds, to pay for, or to reimburse the related Mortgagor in connection with, the costs associated with the related tenant improvements, leasing commissions, repairs, replacements, capital improvements and/or environmental testing and remediation, litigation and/or other special expenses at or with respect to the related Mortgaged Property for which such Reserve Funds were intended or such Letter of Credit was delivered and, in the case of a Reserve Fund constituting debt service reserve accounts, to apply amounts on deposit therein in respect of principal and interest on the related Serviced Loan. In addition, as and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit so delivered, to prepay the Serviced Loan in the event certain leasing or other economic criteria are not satisfied at the related Mortgaged Property (but only if such prepayment is required by the related loan documents or continuing to hold such funds or Letter of Credit as Additional Collateral is not consistent with the Servicing Standard), or to release such amounts to the related Mortgagor or otherwise apply such amounts for any other appropriate purpose in the event that such criteria are satisfied, and the Master Servicer may return any Letter of Credit so delivered to the related Mortgagor. Subject to the terms and limitations of the related loan documents, each Reserve Account shall be an Eligible Account. Interest and other income, if any, earned on funds on deposit in any Reserve Account held by the Master Servicer (to the extent of any Net Investment Earnings with respect to such Reserve Account for any Collection Period), shall be for the benefit of and payable to the Master Servicer, unless otherwise required to be paid to the related Mortgagor by law or the terms of the related Serviced Loan. Any out-of-pocket expenses incurred by the Master Servicer to enable the Master Servicer to make any draw under any Letter of Credit shall constitute a Servicing Advance, and the Master Servicer shall make reasonable efforts to recover such expenses from the related Mortgagor to the extent the Mortgagor is required to pay such expenses under the terms of the related loan documents. (e) To the extent an operations and maintenance plan is required to be established and executed pursuant to the terms of a Serviced Loan, the Master Servicer shall request from the Mortgagor written confirmation thereof within a reasonable time after the later of the Closing Date and the date as of which such plan is required to be established or completed. To the extent any repairs, capital improvements, actions or remediations are required to have been taken or completed pursuant to the terms of the Serviced Loan, the Master Servicer shall request from the Mortgagor written confirmation of such actions and remediations within a reasonable time after the later of the Closing Date and the date as of which such action or remediations are required by the related loan documents to be or to have been taken or completed. To the extent a Mortgagor shall fail to promptly respond to any inquiry described in this Section 3.03(e), the Master Servicer shall determine whether the related Mortgagor has failed to perform its obligations under the related Serviced Loan and report any such failure to the Special Servicer, the Trustee, the related Companion Loan Holder (if a Whole Loan is involved) ), and the Directing Certificateholder within a reasonable time after the date as of which such actions or remediations are required to be or to have been taken or completed. The Master Servicer shall promptly give written notice to the Trustee, the Special Servicer, the related Companion Loan Holder (if a Whole Loan is involved), the Controlling Holder (if an A/B Whole Loan is involved) and the Directing Certificateholder if the Master Servicer shall determine that any Mortgagor has failed to perform its obligations under the related loan documents in respect of environmental matters. (f) Promptly following the Closing Date, the Trustee shall send written notice to the Beacon Seattle & DC Portfolio ChampionsGate Hotel Master Servicer and the Beacon Seattle & DC Portfolio ChampionsGate Hotel Trustee stating that, as of the Closing Date, the Trustee is the holder of the Beacon Seattle & DC Portfolio ChampionsGate Hotel Pari Passu Mortgage Loan and directing the Beacon Seattle & DC Portfolio ChampionsGate Hotel Master Servicer to remit to the Master Servicer all amounts payable to, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the Beacon Seattle & DC Portfolio ChampionsGate Hotel Pari Passu Mortgage Loan under the Beacon Seattle & DC Portfolio ChampionsGate Hotel Intercreditor Agreements Agreement and the Beacon Seattle & DC Portfolio ChampionsGate Hotel Pooling Agreement. The Master Servicer shall, on the day of receipt thereof, deposit into the Certificate Account all amounts received with respect to the Beacon Seattle & DC Portfolio ChampionsGate Hotel Pari Passu Mortgage Loan, Beacon Seattle & DC Portfolio the ChampionsGate Hotel Mortgaged Property or any related REO Property. (g) Promptly following the Closing Date, the Trustee shall send written notice to the 575 Lexington One Park Avenue Master Servicer and the 575 Lexington One Park Avenue Trustxx xxxxxxx xxxxTrustee stating that, xx as of the Closing Date, the Xxxxxxx xx xxx xxxxxr Trustee is the holder of the 575 Lexington One Park Avenue Pari Passu Mortgage Loan and directing the 575 Lexxxxxxx Xxxxxx Xxxxxx One Park Avenue Master Servicer to remit to the Master Servicer alx xxxxxxx xxxxxxx xxall amounts payable to, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the 575 Lexington One Park Avenue Pari Passu Mortgage Loan under the 575 Lexington Axxxxx Xxxxxxxxxxxxx Agreements One Park Avenue Intercreditor Agreement and the 575 Lexington Avexxx Xxxxxxx XxxxxxxxtOne Park Avenue Pooling Agreement. The Master Servicer shall, on txx xxx xx xxxxxxx xxereofthe day of receipt thereof, deposit into the Certificate Account all amounts received with respect to the 575 Lexington One Park Avenue Loan, One Park Avenue Mortgaged Property or any related XXX Xxxxxxxx. (x) Xxomptly following the Closing Date, the Trustee shall send written notice to the master servicer and the trustee related to the J.P. Morgan Chase Commercial Mortgage Securities Trust 2007-LDP11 securxxxxxxxxx xtxxxxx that, as of the Closing Date, the Trustee is the holder of the JQH Hotel Portfolio Pari Passu LoanMortgage Loan and directing such master servicer to remit to the Master Servicer all amounts payable to, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the 575 Lexington Avenue Mortgagex Xxxxxxxx xx xxx xxlated REO Propertyholder of the JQH Hotel Portfolio Pari Passu Mortgage Loan and holder of the JQH Hotel Portfolio Pari Passu under the JQH Hotel Portfolio Intercreditor Agreement.

Collection of Taxes, Assessments and Similar Items; Servicing Account; Servicing Advances; Reserve Accounts. (a) The Master Servicer shall, as to all the Serviced Loans, establish and maintain one or more accounts (each a "Servicing Account"), into which all Escrow Payments received by it with respect to the Serviced Loans shall be deposited and retained. Subject to any terms of the related loan documents that specify the nature of the account in which Escrow Payments shall be held, each Servicing Account shall be an Eligible Account. Withdrawals of amounts so collected in respect of any Serviced Loan (and interest earned thereon) from a Servicing Account may be made only: (i) to effect payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and comparable items in respect of related Mortgaged Property; (ii) to reimburse the Master Servicer, the Special Servicer or the Trustee, as applicable, for any unreimbursed Servicing Advances made thereby to cover any of the items described in the immediately preceding clause (i); (iii) to refund to the related Mortgagor any sums as may be determined to be overages; (iv) to pay interest or other income, if required and as described below, to the related Mortgagor on balances in the Servicing Account (or, if and to the extent not payable to the related Mortgagor, to pay such interest or other income (up to the amount of any Net Investment Earnings in respect of such Servicing Account for each Collection Period) to the Master Servicer); (v) disburse Insurance Proceeds if required to be applied to the repair or restoration of the related Mortgaged Property; or (vi) to clear and terminate the Servicing Account at the termination of this Agreement in accordance with Section 9.01. The Master Servicer shall pay or cause to be paid to the related Mortgagor interest, if any, earned on the investment of funds in a Servicing Account maintained thereby, if required by law or the terms of the related Serviced Loan. If the Master Servicer shall deposit into a Servicing Account any amount not required to be deposited therein, it may at any time withdraw such amount from such Servicing Account, any provision herein to the contrary notwithstanding. The Special Servicer shall within two Business Days after receipt deliver all Escrow Payments received by it to the Master Servicer for deposit into the applicable Servicing Account. (b) The Master Servicer shall as to each Serviced Loan, including each Specially Serviced Loan, (i) maintain accurate records with respect to the related Mortgaged Property reflecting the status of real estate taxes, assessments and other similar items that are or may become a lien thereon and the status of insurance premiums and any ground rents payable in respect thereof and (ii) use reasonable efforts consistent with the Servicing Standard to obtain, from time to time, all bills for the payment of such items (including renewal premiums) and effect payment thereof prior to the applicable penalty or termination date. For purposes of effecting any such payment, the Master Servicer shall apply Escrow Payments as allowed under the terms of the related loan documents; provided that if such Serviced Loan does not require the related Mortgagor to escrow for the payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and similar items, each of the Master Servicer and the Special Servicer shall use reasonable efforts, as to those Serviced Loans it is obligated to service hereunder, and subject to and in accordance with the Servicing Standard, enforce the requirement of the related Mortgage that the Mortgagor make payments in respect of such items at the time they first become due. (c) In accordance with the Servicing Standard and for all Serviced Loans, but subject to Section 3.11(h), the Master Servicer shall make a Servicing Advance with respect to each Mortgaged Property (including each Mortgaged Property relating to a Specially Serviced Loan) all such funds as are necessary for the purpose of effecting the timely payment of (i) real estate taxes, assessments and other similar items, (ii) ground rents (if applicable), and (iii) premiums on Insurance Policies, in each instance prior to the applicable penalty or termination date if and to the extent that (x) Escrow Payments (if any) collected from the related Mortgagor are insufficient to pay such item when due, and (y) the related Mortgagor has failed to pay such item on a timely basis; provided that, in the case of amounts described in the preceding clause (i), the Master Servicer shall not make a Servicing Advance of any such amount until the Master Servicer (in accordance with the Servicing Standard) has actual knowledge that the Mortgagor has not made such payments and reasonably anticipates that such amounts will not be paid by the related Mortgagor on or before the applicable penalty date. All such Advances shall be reimbursable in the first instance from related collections from the Mortgagor and further as provided in Section 3.05. No costs incurred by the Master Servicer in effecting the payment of real estate taxes, assessments and, if applicable, ground rents on or in respect of such Mortgaged Properties shall, for purposes hereof, including calculating monthly distributions to Certificateholders, be added to the respective unpaid principal balances or Stated Principal Balances of the related Serviced Loans, notwithstanding that the terms of such Serviced Loans so permit; provided that this sentence shall not be construed to limit the rights of the Master Servicer on behalf of the Trust or, if a Whole Loan is involved, on behalf of the related Companion Loan Holder, to enforce any obligations of the related Mortgagor under such Serviced Loan. The parties hereto acknowledge that, pursuant to the applicable Non-Serviced Loan Pooling and Servicing Agreement, the Beacon Seattle & DC Portfolio related Non-Serviced Loan Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) is obligated to maxx xxxxxxxxx xxxxxxxs make servicing advances with respect to the Beacon Seattle & DC Portfolio related Non-Serviced Mortgage Loan and the 575 Lexington Avenue Pari Passu Mortgage Loan (as applicable)Loan. The Beacxx Xxxxxxx & XX Xxxxfolio related Non-Serviced Loan Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) shall be entitled xx xxxxxxxxxxxxx xxx Beacon Seattle & DC Portfolio Nonrecoverable Servicing Advances or 575 Lexington Avenue to reimbursement for related Non-Serviced Loan Nonrecoverable Servicing Advances (as applicable) (xxxx xxx xxxxxxx xxd with any accrued and unpaid interest thereon provided for under the related Non-Serviced Loan Pooling and Servicing Agreement) in the manner set forth in the related Non-Serviced Loan Pooling and Servicing Agreement and the related Intercreditor Agreement. (d) The Master Servicer shall establish and maintain, as applicable, one or more accounts (the "Reserve Accounts"), in which all Reserve Funds, if any, received by it with respect to the Serviced Loans shall be deposited and retained. As and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit delivered in lieu of Reserve Funds, to pay for, or to reimburse the related Mortgagor in connection with, the costs associated with the related tenant improvements, leasing commissions, repairs, replacements, capital improvements and/or environmental testing and remediation, litigation and/or other special expenses at or with respect to the related Mortgaged Property for which such Reserve Funds were intended or such Letter of Credit was delivered and, in the case of a Reserve Fund constituting debt service reserve accounts, to apply amounts on deposit therein in respect of principal and interest on the related Serviced Loan. In addition, as and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit so delivered, to prepay the Serviced Loan in the event certain leasing or other economic criteria are not satisfied at the related Mortgaged Property (but only if such prepayment is required by the related loan documents or continuing to hold such funds or Letter of Credit as Additional Collateral is not consistent with the Servicing Standard), or to release such amounts to the related Mortgagor or otherwise apply such amounts for any other appropriate purpose in the event that such criteria are satisfied, and the Master Servicer may return any Letter of Credit so delivered to the related Mortgagor. Subject to the terms and limitations of the related loan documents, each Reserve Account shall be an Eligible Account. Interest and other income, if any, earned on funds on deposit in any Reserve Account held by the Master Servicer (to the extent of any Net Investment Earnings with respect to such Reserve Account for any Collection Period), shall be for the benefit of and payable to the Master Servicer, unless otherwise required to be paid to the related Mortgagor by law or the terms of the related Serviced Loan. Any out-of-pocket expenses incurred by the Master Servicer to enable the Master Servicer to make any draw under any Letter of Credit shall constitute a Servicing Advance, and the Master Servicer shall make reasonable efforts to recover such expenses from the related Mortgagor to the extent the Mortgagor is required to pay such expenses under the terms of the related loan documents. (e) To the extent an operations and maintenance plan is required to be established and executed pursuant to the terms of a Serviced Loan, the Master Servicer shall request from the Mortgagor written confirmation thereof within a reasonable time after the later of the Closing Date and the date as of which such plan is required to be established or completed. To the extent any repairs, capital improvements, actions or remediations are required to have been taken or completed pursuant to the terms of the Serviced Loan, the Master Servicer shall request from the Mortgagor written confirmation of such actions and remediations within a reasonable time after the later of the Closing Date and the date as of which such action or remediations are required by the related loan documents to be or to have been taken or completed. To the extent a Mortgagor shall fail to promptly respond to any inquiry described in this Section 3.03(e), the Master Servicer shall determine whether the related Mortgagor has failed to perform its obligations under the related Serviced Loan and report any such failure to the Special Servicer, the Trustee, the Certificate Administrator, the related Companion Loan Holder (if a Whole Loan is involved) ), and the Directing Certificateholder within a reasonable time after the date as of which such actions or remediations are required to be or to have been taken or completed. The Master Servicer shall promptly give written notice to the Trustee, the Special Servicer, the Certificate Administrator, the related Companion Loan Holder (if a Whole Loan is involved), the Controlling Holder (if an A/B Whole Loan is involved) and the Directing Certificateholder if the Master Servicer shall determine that any Mortgagor has failed to perform its obligations under the related loan documents in respect of environmental matters. (f) Promptly following the Closing Date, the Trustee shall send written notice to the Beacon Seattle & DC Portfolio each Non-Serviced Loan Master Servicer and the Beacon Seattle & DC Portfolio to each Non-Serviced Loan Trustee stating that, as of the Closing Date, the Trustee is the holder of the Beacon Seattle & DC Portfolio related Non-Serviced Mortgage Loan and directing the Beacon Seattle & DC Portfolio such Non-Serviced Loan Master Servicer to remit to the Master Servicer all amounts payable to, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the Beacon Seattle & DC Portfolio such Non-Serviced Mortgage Loan under the Beacon Seattle & DC Portfolio related Intercreditor Agreements Agreement and the Beacon Seattle & DC Portfolio Pooling related Non-Serviced Loan Servicing Agreement. The Master Servicer shall, on the day of receipt thereof, deposit into the Certificate Account all amounts received with respect to the Beacon Seattle & DC Portfolio each Non-Serviced Mortgage Loan, Beacon Seattle & DC Portfolio each Mortgaged Property related to a Non-Serviced Mortgage Loan or any related REO Property. (g) Promptly following the Closing Date, the Trustee shall send written notice to the 575 Lexington Avenue Master Servicer and the 575 Lexington Avenue Trustxx xxxxxxx xxxx, xx of the Closing Date, the Xxxxxxx xx xxx xxxxxr of the 575 Lexington Avenue Pari Passu Mortgage Loan and directing the 575 Lexxxxxxx Xxxxxx Xxxxxx Servicer to remit to the Master Servicer alx xxxxxxx xxxxxxx xx, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the 575 Lexington Avenue Pari Passu Mortgage Loan under the 575 Lexington Axxxxx Xxxxxxxxxxxxx Agreements and the 575 Lexington Avexxx Xxxxxxx Xxxxxxxxt. The Master Servicer shall, on txx xxx xx xxxxxxx xxereof, deposit into the Certificate Account all amounts received with respect to the 575 Lexington Avenue Pari Passu Loan, the 575 Lexington Avenue Mortgagex Xxxxxxxx xx xxx xxlated REO Property.

Collection of Taxes, Assessments and Similar Items; Servicing Account; Servicing Advances; Reserve Accounts. (a) The Master Servicer shall, as to all the Serviced Loans, establish and maintain one or more accounts (each a "Servicing Account"), into which all Escrow Payments received by it with respect to the Serviced Loans shall be deposited and retained. Subject to any terms of the related loan documents that specify the nature of the account in which Escrow Payments shall be held, each Servicing Account shall be an Eligible Account. Withdrawals of amounts so collected in respect of any Serviced Loan (and interest earned thereon) from a Servicing Account may be made only: (i) to effect payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and comparable items in respect of related Mortgaged Property; (ii) to reimburse the Master Servicer, the Special Servicer or the Trustee, as applicable, for any unreimbursed Servicing Advances made thereby to cover any of the items described in the immediately preceding clause (i); (iii) to refund to the related Mortgagor any sums as may be determined to be overages; (iv) to pay interest or other income, if required and as described below, to the related Mortgagor on balances in the Servicing Account (or, if and to the extent not payable to the related Mortgagor, to pay such interest or other income (up to the amount of any Net Investment Earnings in respect of such Servicing Account for each Collection Period) to the Master Servicer); (v) disburse Insurance Proceeds if required to be applied to the repair or restoration of the related Mortgaged Property; or (vi) to clear and terminate the Servicing Account at the termination of this Agreement in accordance with Section 9.01. The Master Servicer shall pay or cause to be paid to the related Mortgagor interest, if any, earned on the investment of funds in a Servicing Account maintained thereby, if required by law or the terms of the related Serviced Loan. If the Master Servicer shall deposit into a Servicing Account any amount not required to be deposited therein, it may at any time withdraw such amount from such Servicing Account, any provision herein to the contrary notwithstanding. The Special Servicer shall within two Business Days after receipt deliver all Escrow Payments received by it to the Master Servicer for deposit into the applicable Servicing Account. (b) The Master Servicer shall as to each Serviced Loan, including each Specially Serviced Loan, (i) maintain accurate records with respect to the related Mortgaged Property reflecting the status of real estate taxes, assessments and other similar items that are or may become a lien thereon and the status of insurance premiums and any ground rents payable in respect thereof and (ii) use reasonable efforts consistent with the Servicing Standard to obtain, from time to time, all bills for the payment of such items (including renewal premiums) and effect payment thereof prior to the applicable penalty or termination date. For purposes of effecting any such payment, the Master Servicer shall apply Escrow Payments as allowed under the terms of the related loan documents; provided that if such Serviced Loan does not require the related Mortgagor to escrow for the payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and similar items, each of the Master Servicer and the Special Servicer shall use reasonable efforts, as to those Serviced Loans it is obligated to service hereunder, and subject to and in accordance with the Servicing Standard, enforce the requirement of the related Mortgage that the Mortgagor make payments in respect of such items at the time they first become due. (c) In accordance with the Servicing Standard and for all Serviced Loans, but subject to Section 3.11(h), the Master Servicer shall make a Servicing Advance with respect to each Mortgaged Property (including each Mortgaged Property relating to a Specially Serviced Loan) all such funds as are necessary for the purpose of effecting the timely payment of (i) real estate taxes, assessments and other similar items, (ii) ground rents (if applicable), and (iii) premiums on Insurance Policies, in each instance prior to the applicable penalty or termination date if and to the extent that (x) Escrow Payments (if any) collected from the related Mortgagor are insufficient to pay such item when due, and (y) the related Mortgagor has failed to pay such item on a timely basis; provided that, in the case of amounts described in the preceding clause (i), the Master Servicer shall not make a Servicing Advance of any such amount until the Master Servicer (in accordance with the Servicing Standard) has actual knowledge that the Mortgagor has not made such payments and reasonably anticipates that such amounts will not be paid by the related Mortgagor on or before the applicable penalty date. All such Advances shall be reimbursable in the first instance from related collections from the Mortgagor and further as provided in Section 3.05. No costs incurred by the Master Servicer in effecting the payment of real estate taxes, assessments and, if applicable, ground rents on or in respect of such Mortgaged Properties shall, for purposes hereof, including calculating monthly distributions to Certificateholders, be added to the respective unpaid principal balances or Stated Principal Balances of the related Serviced Loans, notwithstanding that the terms of such Serviced Loans so permit; provided that this sentence shall not be construed to limit the rights of the Master Servicer on behalf of the Trust or, if a Whole Loan is involved, on behalf of the related Companion Loan Holder, to enforce any obligations of the related Mortgagor under such Serviced Loan. The parties hereto acknowledge that, pursuant to the applicable Non-Serviced Loan Pooling and Servicing Agreement, the Beacon Seattle & DC Portfolio Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) is obligated to maxx xxxxxxxxx xxxxxxxs with respect to the Beacon Seattle & DC Portfolio Mortgage Loan and the 575 Lexington Avenue Pari Passu Mortgage Loan (as applicable). The Beacxx Xxxxxxx & XX Xxxxfolio Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) shall be entitled xx xxxxxxxxxxxxx xxx Beacon Seattle & DC Portfolio Nonrecoverable Servicing Advances or 575 Lexington Avenue Nonrecoverable Servicing Advances (as applicable) (xxxx xxx xxxxxxx xxd unpaid interest thereon provided for under the related Non-Serviced Loan Pooling and Servicing Agreement) in the manner set forth in the related Non-Serviced Loan Pooling and Servicing Agreement and the related Intercreditor Agreement. (d) The Master Servicer shall establish and maintain, as applicable, one or more accounts (the "Reserve Accounts"), in which all Reserve Funds, if any, received by it with respect to the Serviced Loans shall be deposited and retained. As and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit delivered in lieu of Reserve Funds, to pay for, or to reimburse the related Mortgagor in connection with, the costs associated with the related tenant improvements, leasing commissions, repairs, replacements, capital improvements and/or environmental testing and remediation, litigation and/or other special expenses at or with respect to the related Mortgaged Property for which such Reserve Funds were intended or such Letter of Credit was delivered and, in the case of a Reserve Fund constituting debt service reserve accounts, to apply amounts on deposit therein in respect of principal and interest on the related Serviced Loan. In addition, as and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit so delivered, to prepay the Serviced Loan in the event certain leasing or other economic criteria are not satisfied at the related Mortgaged Property (but only if such prepayment is required by the related loan documents or continuing to hold such funds or Letter of Credit as Additional Collateral is not consistent with the Servicing Standard), or to release such amounts to the related Mortgagor or otherwise apply such amounts for any other appropriate purpose in the event that such criteria are satisfied, and the Master Servicer may return any Letter of Credit so delivered to the related Mortgagor. Subject to the terms and limitations of the related loan documents, each Reserve Account shall be an Eligible Account. Interest and other income, if any, earned on funds on deposit in any Reserve Account held by the Master Servicer (to the extent of any Net Investment Earnings with respect to such Reserve Account for any Collection Period), shall be for the benefit of and payable to the Master Servicer, unless otherwise required to be paid to the related Mortgagor by law or the terms of the related Serviced Loan. Any out-of-pocket expenses incurred by the Master Servicer to enable the Master Servicer to make any draw under any Letter of Credit shall constitute a Servicing Advance, and the Master Servicer shall make reasonable efforts to recover such expenses from the related Mortgagor to the extent the Mortgagor is required to pay such expenses under the terms of the related loan documents. (e) To the extent an operations and maintenance plan is required to be established and executed pursuant to the terms of a Serviced Loan, the Master Servicer shall request from the Mortgagor written confirmation thereof within a reasonable time after the later of the Closing Date and the date as of which such plan is required to be established or completed. To the extent any repairs, capital improvements, actions or remediations are required to have been taken or completed pursuant to the terms of the Serviced Loan, the Master Servicer shall request from the Mortgagor written confirmation of such actions and remediations within a reasonable time after the later of the Closing Date and the date as of which such action or remediations are required by the related loan documents to be or to have been taken or completed. To the extent a Mortgagor shall fail to promptly respond to any inquiry described in this Section 3.03(e), the Master Servicer shall determine whether the related Mortgagor has failed to perform its obligations under the related Serviced Loan and report any such failure to the Special Servicer, the Trustee, the related Companion Loan Holder (if a Whole Loan is involved) ), and the Directing Certificateholder within a reasonable time after the date as of which such actions or remediations are required to be or to have been taken or completed. The Master Servicer shall promptly give written notice to the Trustee, the Special Servicer, the related Companion Loan Holder (if a Whole Loan is involved), the Controlling Holder (if an A/B Whole Loan is involved) and the Directing Certificateholder if the Master Servicer shall determine that any Mortgagor has failed to perform its obligations under the related loan documents in respect of environmental matters. (f) Promptly following the Closing Date, the Trustee shall send written notice to the Beacon Seattle & DC Portfolio Master Servicer and the Beacon Seattle & DC Portfolio Trustee stating that, as of the Closing Date, the Trustee is the holder of the Beacon Seattle & DC Portfolio Mortgage Loan and directing the Beacon Seattle & DC Portfolio Master Servicer to remit to the Master Servicer all amounts payable to, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the Beacon Seattle & DC Portfolio Mortgage Loan under the Beacon Seattle & DC Portfolio Intercreditor Agreements and the Beacon Seattle & DC Portfolio Pooling Agreement. The Master Servicer shall, on the day of receipt thereof, deposit into the Certificate Account all amounts received with respect to the Beacon Seattle & DC Portfolio Loan, Beacon Seattle & DC Portfolio Mortgaged Property or any related REO Property. (g) Promptly following the Closing Date, the Trustee shall send written notice to the 575 Lexington Avenue Master Servicer and the 575 Lexington Avenue Trustxx xxxxxxx xxxx, xx of the Closing Date, the Xxxxxxx xx xxx xxxxxr of the 575 Lexington Avenue Pari Passu Mortgage Loan and directing the 575 Lexxxxxxx Xxxxxx Xxxxxx Servicer to remit to the Master Servicer alx xxxxxxx xxxxxxx xx, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the 575 Lexington Avenue Pari Passu Mortgage Loan under the 575 Lexington Axxxxx Xxxxxxxxxxxxx Agreements and the 575 Lexington Avexxx Xxxxxxx Xxxxxxxxt. The Master Servicer shall, on txx xxx xx xxxxxxx xxereof, deposit into the Certificate Account all amounts received with respect to the 575 Lexington Avenue Pari Passu Loan, the 575 Lexington Avenue Mortgagex Xxxxxxxx xx xxx xxlated REO Property.

Collection of Taxes, Assessments and Similar Items; Servicing Account; Servicing Advances; Reserve Accounts. (a) The Master Servicer shall, as to all the Serviced Mortgage Loans, establish and maintain one or more accounts (each a "“Servicing Account"”), into which all Escrow Payments received by it with respect to the Serviced Mortgage Loans shall be deposited and retained. Subject to any terms of the related loan documents that specify the nature of the account in which Escrow Payments shall be held, each Servicing Account shall be an Eligible Account. Withdrawals of amounts so collected in respect of any Serviced Mortgage Loan (and interest earned thereon) from a Servicing Account may be made only: (i) to effect payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and comparable items in respect of related Mortgaged Property; (ii) to reimburse the Master Servicer, the Special Servicer or the Trustee, Trustee as applicable, for any unreimbursed Servicing Advances made thereby to cover any of the items described in the immediately preceding clause (i); (iii) to refund to the related Mortgagor any sums as may be determined to be overages; (iv) to pay interest or other income, if required and as described below, to the related Mortgagor on balances in the Servicing Account (or, if and to the extent not payable to the related Mortgagor, to pay such interest or other income (up to the amount of any Net Investment Earnings in respect of such Servicing Account for each Collection Period) to the Master Servicer); (v) disburse Insurance Proceeds if required to be applied to the repair or restoration of the related Mortgaged Property; or (vi) to clear and terminate the Servicing Account at the termination of this Agreement in accordance with Section 9.01. The Master Servicer shall pay or cause to be paid to the related Mortgagor interest, if any, earned on the investment of funds in a Servicing Account maintained thereby, if required by law or the terms of the related Serviced Mortgage Loan. If the Master Servicer shall deposit into a Servicing Account any amount not required to be deposited therein, it may at any time withdraw such amount from such Servicing Account, any provision herein to the contrary notwithstanding. The Special Servicer shall within two [___] Business Days after receipt deliver all Escrow Payments received by it to the Master Servicer for deposit into the applicable Servicing Account. (b) The Master Servicer shall as to each Serviced Mortgage Loan, including each Specially Serviced Mortgage Loan, (i) maintain accurate records with respect to the related Mortgaged Property reflecting the status of real estate taxes, assessments and other similar items that are or may become a lien thereon and the status of insurance premiums and any ground rents payable in respect thereof and (ii) use reasonable efforts consistent with the Servicing Standard to obtain, from time to time, all bills for the payment of such items (including renewal premiums) and effect payment thereof prior to the applicable penalty or termination date. For purposes of effecting any such payment, the Master Servicer shall apply Escrow Payments as allowed under the terms of the related loan documents; provided that if such Serviced Mortgage Loan does not require the related Mortgagor to escrow for the payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and similar items, each of the Master Servicer and the Special Servicer shall use reasonable efforts, as to those Serviced Mortgage Loans it is obligated to service hereunder, and subject to and in accordance with the Servicing Standard, enforce the requirement of the related Mortgage that the Mortgagor make payments in respect of such items at the time they first become due. (c) In accordance with the Servicing Standard and for all Serviced Mortgage Loans, but subject to Section 3.11(h), the Master Servicer shall make a Servicing Advance with respect to each Mortgaged Property (including each Mortgaged Property relating to a Specially Serviced Mortgage Loan) all such funds as are necessary for the purpose of effecting the timely payment of (i) real estate taxes, assessments and other similar items, (ii) ground rents (if applicable), and (iii) premiums on Insurance Policies, in each instance prior to the applicable penalty or termination date if and to the extent that (x) Escrow Payments (if any) collected from the related Mortgagor are insufficient to pay such item when due, and (y) the related Mortgagor has failed to pay such item on a timely basis; provided that, in the case of amounts described in the preceding clause (i), the Master Servicer shall not make a Servicing Advance of any such amount until the Master Servicer (in accordance with the Servicing Standard) has actual knowledge that the Mortgagor has not made such payments and reasonably anticipates that such amounts will not be paid by the related Mortgagor on or before the applicable penalty date. All such Advances shall be reimbursable in the first instance from related collections from the Mortgagor and further as provided in Section 3.05. No costs incurred by the Master Servicer in effecting the payment of real estate taxes, assessments and, if applicable, ground rents on or in respect of such Mortgaged Properties shall, for purposes hereof, including calculating monthly distributions to Certificateholders, be added to the respective unpaid principal balances or Stated Principal Balances of the related Serviced Mortgage Loans, notwithstanding that the terms of such Serviced Mortgage Loans so permit; provided that this sentence shall not be construed to limit the rights of the Master Servicer on behalf of the Trust or, if a Whole Loan is involved, on behalf of the related Companion Loan Holder, to enforce any obligations of the related Mortgagor under such Serviced Loan. The parties hereto acknowledge that, pursuant to the applicable Non-Serviced Loan Pooling and Servicing Agreement, the Beacon Seattle & DC Portfolio Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) is obligated to maxx xxxxxxxxx xxxxxxxs with respect to the Beacon Seattle & DC Portfolio Mortgage Loan and the 575 Lexington Avenue Pari Passu Mortgage Loan (as applicable). The Beacxx Xxxxxxx & XX Xxxxfolio Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) shall be entitled xx xxxxxxxxxxxxx xxx Beacon Seattle & DC Portfolio Nonrecoverable Servicing Advances or 575 Lexington Avenue Nonrecoverable Servicing Advances (as applicable) (xxxx xxx xxxxxxx xxd unpaid interest thereon provided for under the related Non-Serviced Loan Pooling and Servicing Agreement) in the manner set forth in the related Non-Serviced Loan Pooling and Servicing Agreement and the related Intercreditor AgreementTrust. (d) The Master Servicer shall establish and maintain, as applicable, one or more accounts (the "“Reserve Accounts"”), in which all Reserve Funds, if any, received by it with respect to the Serviced Loans Mortgage Loan shall be deposited and retained. As and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit delivered in lieu of Reserve Funds, to pay for, or to reimburse the related Mortgagor in connection with, the costs associated with the related tenant improvements, leasing commissions, repairs, replacements, capital improvements and/or environmental testing and remediation, litigation and/or other special expenses at or with respect to the related Mortgaged Property for which such Reserve Funds were intended or such Letter of Credit was delivered and, in the case of a Reserve Fund constituting debt service reserve accounts, to apply amounts on deposit therein in respect of principal and interest on the related Serviced Mortgage Loan. In addition, as and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit so delivered, to prepay the Serviced Mortgage Loan in the event certain leasing or other economic criteria are not satisfied at the related Mortgaged Property (but only if such prepayment is required by the related loan documents or continuing to hold such funds or Letter of Credit as Additional Collateral is not consistent with the Servicing Standard), or to release such amounts to the related Mortgagor or otherwise apply such amounts for any other appropriate purpose in the event that such criteria are satisfied, and the Master Servicer may return any Letter of Credit so delivered to the related Mortgagor. Subject to the terms and limitations of the related loan documents, each Reserve Account shall be an Eligible Account. Interest and other income, if any, earned on funds on deposit in any Reserve Account held by the Master Servicer (to the extent of any Net Investment Earnings with respect to such Reserve Account for any Collection Period), shall be for the benefit of and payable to the Master Servicer, unless otherwise required to be paid to the related Mortgagor by law or the terms of the related Serviced Mortgage Loan. Any out-of-pocket expenses incurred by the Master Servicer to enable the Master Servicer to make any draw under any Letter of Credit shall constitute a Servicing Advance, and the Master Servicer shall make reasonable efforts to recover such expenses from the related Mortgagor to the extent the Mortgagor is required to pay such expenses under the terms of the related loan documents. (e) To the extent an operations and maintenance plan is required to be established and executed pursuant to the terms of a Serviced Mortgage Loan, the Master Servicer shall request from the Mortgagor written confirmation thereof within a reasonable time after the later of the Closing Date and the date as of which such plan is required to be established or completed. To the extent any repairs, capital improvements, actions or remediations are required to have been taken or completed pursuant to the terms of the Serviced Mortgage Loan, the Master Servicer shall request from the Mortgagor written confirmation of such actions and remediations within a reasonable time after the later of the Closing Date and the date as of which such action or remediations are required by the related loan documents to be or to have been taken or completed. To the extent a Mortgagor shall fail to promptly respond to any inquiry described in this Section 3.03(e), the Master Servicer shall determine whether the related Mortgagor has failed to perform its obligations under the related Serviced Loan and report any such failure to the Special Servicer, the Trustee, the related Companion Loan Holder (if a Whole Loan is involved) and the Directing Certificateholder within a reasonable time after the date as of which such actions or remediations are required to be or to have been taken or completed. The Master Servicer shall promptly give written notice to the Trustee, the Special Servicer, the related Companion Loan Holder (if a Whole Loan is involved), the Controlling Holder (if an A/B Whole Loan is involved) and the Directing Certificateholder if the Master Servicer shall determine that any Mortgagor has failed to perform its obligations under the related loan documents in respect of environmental matters. (f) Promptly following the Closing Date, the Trustee shall send written notice to the Beacon Seattle & DC Portfolio Master Servicer and the Beacon Seattle & DC Portfolio Trustee stating that, as of the Closing Date, the Trustee is the holder of the Beacon Seattle & DC Portfolio Mortgage Loan and directing the Beacon Seattle & DC Portfolio Master Servicer to remit to the Master Servicer all amounts payable to, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the Beacon Seattle & DC Portfolio Mortgage Loan under the Beacon Seattle & DC Portfolio Intercreditor Agreements and the Beacon Seattle & DC Portfolio Pooling Agreement. The Master Servicer shall, on the day of receipt thereof, deposit into the Certificate Account all amounts received with respect to the Beacon Seattle & DC Portfolio Loan, Beacon Seattle & DC Portfolio Mortgaged Property or any related REO Property. (g) Promptly following the Closing Date, the Trustee shall send written notice to the 575 Lexington Avenue Master Servicer and the 575 Lexington Avenue Trustxx xxxxxxx xxxx, xx of the Closing Date, the Xxxxxxx xx xxx xxxxxr of the 575 Lexington Avenue Pari Passu Mortgage Loan and directing the 575 Lexxxxxxx Xxxxxx Xxxxxx Servicer to remit to the Master Servicer alx xxxxxxx xxxxxxx xx, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the 575 Lexington Avenue Pari Passu Mortgage Loan under the 575 Lexington Axxxxx Xxxxxxxxxxxxx Agreements and the 575 Lexington Avexxx Xxxxxxx Xxxxxxxxt. The Master Servicer shall, on txx xxx xx xxxxxxx xxereof, deposit into the Certificate Account all amounts received with respect to the 575 Lexington Avenue Pari Passu Loan, the 575 Lexington Avenue Mortgagex Xxxxxxxx xx xxx xxlated REO Property.or

Collection of Taxes, Assessments and Similar Items; Servicing Account; Servicing Advances; Reserve Accounts. (a) The Master Servicer shall, as to all the Serviced Loans, establish and maintain one or more accounts (each a "Servicing Account"), into which all Escrow Payments received by it with respect to the Serviced Loans shall be deposited and retained. Subject to any terms of the related loan documents that specify the nature of the account in which Escrow Payments shall be held, each Servicing Account shall be an Eligible Account. Withdrawals of amounts so collected in respect of any Serviced Loan (and interest earned thereon) from a Servicing Account may be made only: (i) to effect payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and comparable items in respect of related Mortgaged Property; (ii) to reimburse the Master Servicer, the Special Servicer or the Trustee, as applicable, for any unreimbursed Servicing Advances made thereby to cover any of the items described in the immediately preceding clause (i); (iii) to refund to the related Mortgagor any sums as may be determined to be overages; (iv) to pay interest or other income, if required and as described below, to the related Mortgagor on balances in the Servicing Account (or, if and to the extent not payable to the related Mortgagor, to pay such interest or other income (up to the amount of any Net Investment Earnings in respect of such Servicing Account for each Collection Period) to the Master Servicer); (v) disburse Insurance Proceeds if required to be applied to the repair or restoration of the related Mortgaged Property; or (vi) to clear and terminate the Servicing Account at the termination of this Agreement in accordance with Section 9.01. The Master Servicer shall pay or cause to be paid to the related Mortgagor interest, if any, earned on the investment of funds in a Servicing Account maintained thereby, if required by law or the terms of the related Serviced Loan. If the Master Servicer shall deposit into a Servicing Account any amount not required to be deposited therein, it may at any time withdraw such amount from such Servicing Account, any provision herein to the contrary notwithstanding. The Special Servicer shall within two Business Days after receipt deliver all Escrow Payments received by it to the Master Servicer for deposit into the applicable Servicing Account. (b) The Master Servicer shall as to each Serviced Loan, including each Specially Serviced Loan, (i) maintain accurate records with respect to the related Mortgaged Property reflecting the status of real estate taxes, assessments and other similar items that are or may become a lien thereon and the status of insurance premiums and any ground rents payable in respect thereof and (ii) use reasonable efforts consistent with the Servicing Standard to obtain, from time to time, all bills for the payment of such items (including renewal premiums) and effect payment thereof prior to the applicable penalty or termination date. For purposes of effecting any such payment, the Master Servicer shall apply Escrow Payments as allowed under the terms of the related loan documents; provided that if such Serviced Loan does not require the related Mortgagor to escrow for the payment of real estate taxes, assessments, insurance premiums, ground rents (if applicable) and similar items, each of the Master Servicer and the Special Servicer shall use reasonable efforts, as to those Serviced Loans it is obligated to service hereunder, and subject to and in accordance with the Servicing Standard, enforce the requirement of the related Mortgage that the Mortgagor make payments in respect of such items at the time they first become due. (c) In accordance with the Servicing Standard and for all Serviced Loans, but subject to Section 3.11(h), the Master Servicer shall make a Servicing Advance with respect to each Mortgaged Property (including each Mortgaged Property relating to a Specially Serviced Loan) all such funds as are necessary for the purpose of effecting the timely payment of (i) real estate taxes, assessments and other similar items, (ii) ground rents (if applicable), and (iii) premiums on Insurance Policies, in each instance prior to the applicable penalty or termination date if and to the extent that (x) Escrow Payments (if any) collected from the related Mortgagor are insufficient to pay such item when due, and (y) the related Mortgagor has failed to pay such item on a timely basis; provided that, in the case of amounts described in the preceding clause (i), the Master Servicer shall not make a Servicing Advance of any such amount until the Master Servicer (in accordance with the Servicing Standard) has actual knowledge that the Mortgagor has not made such payments and reasonably anticipates that such amounts will not be paid by the related Mortgagor on or before the applicable penalty date. All such Advances shall be reimbursable in the first instance from related collections from the Mortgagor and further as provided in Section 3.05. No costs incurred by the Master Servicer in effecting the payment of real estate taxes, assessments and, if applicable, ground rents on or in respect of such Mortgaged Properties shall, for purposes hereof, including calculating monthly distributions to Certificateholders, be added to the respective unpaid principal balances or Stated Principal Balances of the related Serviced Loans, notwithstanding that the terms of such Serviced Loans so permit; provided that this sentence shall not be construed to limit the rights of the Master Servicer on behalf of the Trust or, if a Whole Loan is involved, on behalf of the related Companion Loan Holder, to enforce any obligations of the related Mortgagor under such Serviced Loan. The parties hereto acknowledge that, pursuant to the applicable Non-Serviced Loan Pooling and Servicing Agreement, the Beacon Seattle & DC Portfolio related Non-Serviced Loan Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) is obligated to maxx xxxxxxxxx xxxxxxxs make servicing advances with respect to the Beacon Seattle & DC Portfolio related Non-Serviced Mortgage Loan and the 575 Lexington Avenue Pari Passu Mortgage Loan (as applicable)Loan. The Beacxx Xxxxxxx & XX Xxxxfolio related Non-Serviced Loan Master Servicer or the 575 Lexington Avenue Master Servicer (as applicable) shall be entitled xx xxxxxxxxxxxxx xxx Beacon Seattle & DC Portfolio Nonrecoverable Servicing Advances or 575 Lexington Avenue to reimbursement for related Non-Serviced Loan Nonrecoverable Servicing Advances (as applicable) (xxxx xxx xxxxxxx xxd with any accrued and unpaid interest thereon provided for under the related Non-Serviced Loan Pooling and Servicing Agreement) in the manner set forth in the related Non-Serviced Loan Pooling and Servicing Agreement and the related Intercreditor Agreement. (d) The Master Servicer shall establish and maintain, as applicable, one or more accounts (the "Reserve Accounts"), in which all Reserve Funds, if any, received by it with respect to the Serviced Loans shall be deposited and retained. As and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit delivered in lieu of Reserve Funds, to pay for, or to reimburse the related Mortgagor in connection with, the costs associated with the related tenant improvements, leasing commissions, repairs, replacements, capital improvements and/or environmental testing and remediation, litigation and/or other special expenses at or with respect to the related Mortgaged Property for which such Reserve Funds were intended or such Letter of Credit was delivered and, in the case of a Reserve Fund constituting debt service reserve accounts, to apply amounts on deposit therein in respect of principal and interest on the related Serviced Loan. In addition, as and to the extent consistent with the Servicing Standard and the related loan documents, the Master Servicer may make withdrawals of amounts so deposited, and draws under any Letter of Credit so delivered, to prepay the Serviced Loan in the event certain leasing or other economic criteria are not satisfied at the related Mortgaged Property (but only if such prepayment is required by the related loan documents or continuing to hold such funds or Letter of Credit as Additional Collateral is not consistent with the Servicing Standard), or to release such amounts to the related Mortgagor or otherwise apply such amounts for any other appropriate purpose in the event that such criteria are satisfied, and the Master Servicer may return any Letter of Credit so delivered to the related Mortgagor. Subject to the terms and limitations of the related loan documents, each Reserve Account shall be an Eligible Account. Interest and other income, if any, earned on funds on deposit in any Reserve Account held by the Master Servicer (to the extent of any Net Investment Earnings with respect to such Reserve Account for any Collection Period), shall be for the benefit of and payable to the Master Servicer, unless otherwise required to be paid to the related Mortgagor by law or the terms of the related Serviced Loan. Any out-of-pocket expenses incurred by the Master Servicer to enable the Master Servicer to make any draw under any Letter of Credit shall constitute a Servicing Advance, and the Master Servicer shall make reasonable efforts to recover such expenses from the related Mortgagor to the extent the Mortgagor is required to pay such expenses under the terms of the related loan documents. (e) To the extent an operations and maintenance plan is required to be established and executed pursuant to the terms of a Serviced Loan, the Master Servicer shall request from the Mortgagor written confirmation thereof within a reasonable time after the later of the Closing Date and the date as of which such plan is required to be established or completed. To the extent any repairs, capital improvements, actions or remediations are required to have been taken or completed pursuant to the terms of the Serviced Loan, the Master Servicer shall request from the Mortgagor written confirmation of such actions and remediations within a reasonable time after the later of the Closing Date and the date as of which such action or remediations are required by the related loan documents to be or to have been taken or completed. To the extent a Mortgagor shall fail to promptly respond to any inquiry described in this Section 3.03(e), the Master Servicer shall determine whether the related Mortgagor has failed to perform its obligations under the related Serviced Loan and report any such failure to the Special Servicer, the Trustee, the Certificate Administrator, the related Companion Loan Holder (if a Whole Loan is involved) ), and the Directing Certificateholder within a reasonable time after the date as of which such actions or remediations are required to be or to have been taken or completed. The Master Servicer shall promptly give written notice to the Trustee, the Special Servicer, the Certificate Administrator, the related Companion Loan Holder (if a Whole Loan is involved), the Controlling Holder (if an A/B Whole Loan is involved) and the Directing Certificateholder if the Master Servicer shall determine that any Mortgagor has failed to perform its obligations under the related loan documents in respect of environmental matters. (f) Promptly following the Closing Date, the Trustee shall send written notice to the Beacon Seattle & DC Portfolio each Non-Serviced Loan Master Servicer and the Beacon Seattle & DC Portfolio to each Non-Serviced Loan Trustee stating that, as of the Closing Date, the Trustee is the holder of the Beacon Seattle & DC Portfolio related Non-Serviced Mortgage Loan and directing the Beacon Seattle & DC Portfolio such Non-Serviced Loan Master Servicer to remit to the Master Servicer all amounts payable to, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the Beacon Seattle & DC Portfolio such Non-Serviced Mortgage Loan under the Beacon Seattle & DC Portfolio related Intercreditor Agreements Agreement and the Beacon Seattle & DC Portfolio Pooling related Non-Serviced Loan Servicing Agreement. The Master Servicer shall, on the day of receipt thereof, deposit into the Certificate Account all amounts received with respect to the Beacon Seattle & DC Portfolio each Non-Serviced Mortgage Loan, Beacon Seattle & DC Portfolio each Mortgaged Property related to a Non-Serviced Mortgage Loan or any related REO Property. (g) Promptly following the Closing Date, the Trustee shall send written notice to the 575 Lexington Avenue Master Servicer and the 575 Lexington Avenue Trustxx xxxxxxx xxxx, xx of the Closing Date, the Xxxxxxx xx xxx xxxxxr of the 575 Lexington Avenue Pari Passu Mortgage Loan and directing the 575 Lexxxxxxx Xxxxxx Xxxxxx Servicer to remit to the Master Servicer alx xxxxxxx xxxxxxx xx, and to forward, deliver or otherwise make available, as the case may be, to the Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise made available to, the holder of the 575 Lexington Avenue Pari Passu Mortgage Loan under the 575 Lexington Axxxxx Xxxxxxxxxxxxx Agreements and the 575 Lexington Avexxx Xxxxxxx Xxxxxxxxt. The Master Servicer shall, on txx xxx xx xxxxxxx xxereof, deposit into the Certificate Account all amounts received with respect to the 575 Lexington Avenue Pari Passu Loan, the 575 Lexington Avenue Mortgagex Xxxxxxxx xx xxx xxlated REO Property.