Common use of Designation of Specially Serviced Mortgage Loans Clause in Contracts

Designation of Specially Serviced Mortgage Loans. (a) Each Delinquent Mortgage Loan shall be deemed to be a Specially Serviced Mortgage Loan as of the one hundred twentieth (120th) day of delinquency. The Special Sub-Servicer shall commence the sub-servicing of such Specially Serviced Mortgage Loan as of the first day of the month following the month in which such Delinquent Mortgage Loan becomes a Specially Serviced Mortgage Loan (the "Effective Date"). Notwithstanding the foregoing, to the extent (i) a Specially Serviced Mortgage Loan reinstates to a current or less than 120 days delinquent status before the Mortgagor notification (i.e., the "goodbye letter") is sent; or (ii) a forbearance or workout plan has been entered into with the Mortgagor(s) related to the Specially Serviced Mortgage Loan, such Specially Serviced Mortgage Loan shall be deemed a Delinquent Mortgage Loan or a Mortgage Loan, as applicable, and the sub-servicing thereof shall not be transferred to the Special Sub-Servicer. With respect to each Specially Serviced Mortgage Loan to be sub-serviced by the Special Sub-Servicer, the Special Sub-Servicer shall, no later than the thirteenth (13th) day of the month following the month in which such Delinquent Mortgage Loan became a Specially Serviced Mortgage Loan (or if the thirteenth (13th) day falls on a weekend or holiday, then the preceding business day), pay to the Company an amount equal to all unreimbursed Advances and Servicing Advances which have been made by the Company with respect to such Specially Serviced Mortgage Loan, plus all accrued and unpaid or unreimbursed Master Servicing Fees due with respect to such Specially Serviced Mortgage Loan as of the date of the sub-servicing is to be transferred. The Company shall provide to the Special Sub-Servicer reasonable detail setting forth the amount and nature of such Advances and Servicing Advances and the calculation of such Master Servicing Fees.

Designation of Specially Serviced Mortgage Loans. (a) Each Delinquent Mortgage Loan The Residual Holder, in its sole discretion, shall be deemed to be a Specially Serviced Mortgage Loan as of designate each Series for which the one hundred twentieth (120th) day of delinquency. The Special Sub-Servicer shall commence the sub-servicing be appointed to specially service Delinquent Mortgage Loans of such Specially Serviced Series as contemplated by this Article III, which designation shall be reflected on Schedule I hereto. This Article III shall be applicable only with respect to such Delinquent Mortgage Loan Loans underlying Residual Certificates of a Series designated as described in the prior sentence. With respect to any Series designated by the Residual Holder in accordance with the prior sentence, the Special Sub-Servicer shall be entitled to the payment of a special servicing premium (the "Special Servicing Premium") set forth in the terms of the purchase agreement (which may be in the form of a trade ticket) relating to the applicable Residual Certificates executed by the Residual Holder in its normal course of business; provided, however, that the Residual Holder in no event shall pay more than 17 basis points of the purchase price of the related Target Asset (as defined in the Target Asset Purchase Agreement, dated as of the first day date hereof, among CHL, Sunfish, C-BASS and Sunfish Management Group LLC) as compensation to the Special Sub-Servicer for special servicing with respect to such Target Asset, without the consent of the month following holders of a majority of the month in which such Delinquent Mortgage Loan becomes a Specially Serviced Mortgage Loan (the "Effective Date")outstanding Class A Shares and Class B Shares of Sunfish. Notwithstanding the foregoing, The Special Servicing Premium shall be paid to the extent (i) a Specially Serviced Mortgage Loan reinstates to a current or less than 120 days delinquent status before Company by the Mortgagor notification (i.e.Residual Holder and upon receipt thereof by the Company, the "goodbye letter") is sent; or (ii) a forbearance or workout plan has been entered into with Company shall pay the Mortgagor(s) related to the Specially Serviced Mortgage Loan, such Specially Serviced Mortgage Loan shall be deemed a Delinquent Mortgage Loan or a Mortgage Loan, as applicable, and the sub-servicing thereof shall not be transferred Special Servicing Premium to the Special Sub-Servicer. With respect to each Specially Serviced The addition of any Series under the terms of this Agreement and the related pool of Mortgage Loan to Loans underlying such additional Series shall be sub-serviced conditioned upon and evidenced by the Company's, the Residual Holder's and the Special Sub-Servicer, 's execution of a letter substantially in the form of Exhibit A hereto (the "Confirmation") and the payment of the Special Sub-Servicer shallServicing Premium, no later than if any, specified therein. Upon the thirteenth (13th) day full execution of the month following Confirmation and the month in which such Delinquent Mortgage Loan became a Specially Serviced Mortgage Loan (or payment of the Special Servicing Premium, if the thirteenth (13th) day falls on a weekend or holidayany, then the preceding business day)specified therein, pay Schedule I shall be deemed to the Company an amount equal to all unreimbursed Advances and Servicing Advances which have been made by amended to reflect the Company with respect to such Specially Serviced Mortgage Loan, plus all accrued and unpaid or unreimbursed Master Servicing Fees due with respect to such Specially Serviced Mortgage Loan as addition of the date of the sub-servicing is to be transferred. The Company shall provide to the Special Sub-Servicer reasonable detail setting forth the amount and nature of such Advances and Servicing Advances Series identified therein and the calculation related pool of Mortgage Loans underlying such Master Servicing Feesadditional Residual Certificates.

Designation of Specially Serviced Mortgage Loans. (a) Each Delinquent Mortgage Loan The Residual Holder, in its sole discretion, shall be deemed to be a Specially Serviced Mortgage Loan as of designate each Series for which the one hundred twentieth (120th) day of delinquency. The Special Sub-Servicer shall commence the sub-servicing be appointed to specially service Delinquent Mortgage Loans of such Specially Serviced Series as contemplated by this Article III, which designation shall be reflected on Schedule I hereto. This Article III shall be applicable only with respect to such Delinquent Mortgage Loan Loans underlying Residual Certificates of a Series designated as described in the prior sentence. With respect to any Series designated by the Residual Holder in accordance with the prior sentence, the Special Sub-Servicer shall be entitled to the payment of a special servicing premium (the “Special Servicing Premium”) set forth in the terms of the purchase agreement (which may be in the form of a trade ticket) relating to the applicable Residual Certificates executed by the Residual Holder in its normal course of business; provided, however, that the Residual Holder in no event shall pay more than 17 basis points of the purchase price of the related Target Asset (as defined in the Target Asset Purchase Agreement, dated as of the first day date hereof, among CHL, Sunfish, C-BASS and Sunfish Management Group LLC) as compensation to the Special Sub-Servicer for special servicing with respect to such Target Asset, without the consent of the month following holders of a majority of the month in which such Delinquent Mortgage Loan becomes a Specially Serviced Mortgage Loan (the "Effective Date")outstanding Class A Shares and Class B Shares of Sunfish. Notwithstanding the foregoing, The Special Servicing Premium shall be paid to the extent (i) a Specially Serviced Mortgage Loan reinstates to a current or less than 120 days delinquent status before Company by the Mortgagor notification (i.e.Residual Holder and upon receipt thereof by the Company, the "goodbye letter") is sent; or (ii) a forbearance or workout plan has been entered into with Company shall pay the Mortgagor(s) related to the Specially Serviced Mortgage Loan, such Specially Serviced Mortgage Loan shall be deemed a Delinquent Mortgage Loan or a Mortgage Loan, as applicable, and the sub-servicing thereof shall not be transferred Special Servicing Premium to the Special Sub-Servicer. With respect to each Specially Serviced The addition of any Series under the terms of this Agreement and the related pool of Mortgage Loan to Loans underlying such additional Series shall be sub-serviced conditioned upon and evidenced by the Company’s, the Residual Holder’s and the Special Sub-Servicer, ’s execution of a letter substantially in the form of Exhibit A hereto (the “Confirmation”) and the payment of the Special Sub-Servicer shallServicing Premium, no later than if any, specified therein. Upon the thirteenth (13th) day full execution of the month following Confirmation and the month in which such Delinquent Mortgage Loan became a Specially Serviced Mortgage Loan (or payment of the Special Servicing Premium, if the thirteenth (13th) day falls on a weekend or holidayany, then the preceding business day)specified therein, pay Schedule I shall be deemed to the Company an amount equal to all unreimbursed Advances and Servicing Advances which have been made by amended to reflect the Company with respect to such Specially Serviced Mortgage Loan, plus all accrued and unpaid or unreimbursed Master Servicing Fees due with respect to such Specially Serviced Mortgage Loan as addition of the date of the sub-servicing is to be transferred. The Company shall provide to the Special Sub-Servicer reasonable detail setting forth the amount and nature of such Advances and Servicing Advances Series identified therein and the calculation related pool of Mortgage Loans underlying such Master Servicing Feesadditional Residual Certificates.