Common use of Directing Senior Lender Clause in Contracts

Directing Senior Lender. During any period that no portion of the Senior Loan is included in a Securitization, if more than one Person shall hold a direct interest in the Senior Loan, the holder(s) of more than fifty percent (50%) of the principal amount of the Senior Loan (unless the applicable Co-Lender Agreement among the holders of the Senior Loan provides a different designation mechanism, which different mechanism shall be specified in such notice and upon which each Junior Lender shall be entitled to rely) shall designate by written notice to the Junior Lenders either (i) one of such Persons or (ii) a servicer on behalf of such Persons that, in either such case, shall in no event be an Affiliate Lender or an Affiliate Holder (the “Directing Senior Lender”) to act under this Agreement on behalf of all such Persons holding an interest in the Senior Loan. Each Junior Lender acknowledges that Senior Lender has designated BOA to act as the initial Directing Senior Lender pursuant to the terms of the related Co-Lender Agreement. Except as otherwise agreed in writing by the Senior Lender and Junior Lenders, during any period that no portion of the Senior Loan is included in a Securitization, the Directing Senior Lender shall have the sole right to receive any notices which are required to be given or which may be given to the Senior Lender and to exercise the rights and power given to the Senior Lender, including any approval rights of the Senior Lender; provided, that until a new Directing Senior Lender has been so designated, the last Person known to the Junior Lenders to be the Directing Senior Lender or to hold more than a fifty percent (50%) direct interest in the Senior Loan shall be deemed to be the Directing Senior Lender. Once a new Directing Senior Lender has been designated hereunder, each Junior Lender shall be entitled to rely on such designation until it has received written notice from the Directing Senior Lender or the holder(s) of more than fifty percent (50%) of the principal amount of the Senior Loan of the designation of a different Person to act as the Directing Senior Lender (unless the applicable Co-Lender Agreement among the holders of the Senior Loan provides a different designation mechanism, which different mechanism shall be specified in such notice and upon which each Junior Lender shall be entitled to rely).

Directing Senior Lender. During any period that no portion Subject to the terms and conditions hereof and of the Senior Loan is included in a Securitization, if more than one Person shall hold a direct interest in the Senior LoanServicing Agreement, the holder(s) of more than fifty percent (50%) of the principal amount of the Senior Loan (unless the applicable Co-Lender Agreement among the holders of the Senior Loan provides a different designation mechanismServicer is hereby appointed to act, which different mechanism shall be specified in such notice and upon which each Junior Lender shall be entitled to rely) shall designate by written notice to the Junior Lenders either (i) one of such Persons or (ii) a servicer on behalf of such Persons that, in either such case, shall in no event be an Affiliate Lender or an Affiliate Holder (and for the “Directing Senior Lender”) to act under this Agreement on behalf benefit of all such Persons holding an interest in the Senior Loan. Each Junior Lender acknowledges that Senior Lender has designated BOA to act as the initial Directing Senior Lender pursuant to the terms of the related Co-Lender Agreement. Except as otherwise agreed in writing by the Senior Lender and Junior LendersHolders, during any period that no portion of the Senior Loan is included in a Securitization, the Directing Senior Lender shall have the sole right to receive any notices which are required to be given or which may be given to the Senior Lender and to exercise the rights and power given to the Senior Lender, including any approval rights of the Senior Lender; provided, that until a new Directing Senior Lender has been so designated, the last Person known to the Junior Lenders to be the Directing Senior Lender or to hold more than a fifty percent (50%) direct interest in the Senior Loan shall be deemed to be the Directing Senior Lender. Once a new Directing Senior Lender has been designated hereunder, each Junior Lender shall be entitled to rely on such designation until it has received written notice from the Directing Senior Lender or the holder(s) of more than fifty percent (50%) of the principal amount of the Senior Loan of the designation of a different Person to act as the Directing Senior Lender with respect to the Mortgage Loan under the Intercreditor Agreement. The Servicer hereby accepts such appointment and assumes all duties and obligations of (unless on behalf of and for the applicable Co-Lender Agreement among the holders benefit of all of the Holders) such Directing Senior Lender and agrees to be bound by the terms and provisions of this Agreement and the Intercreditor Agreement and the Mortgage Loan provides Documents. Without limiting the generality of the foregoing, the Servicer hereby agrees to, as and to the extent provided under the Intercreditor Agreement: (a) forward all notices received under the Intercreditor Agreement to the Holders and the Collateral Agent within one (1) Business Day of receipt thereof; (b) exercise consent and/or approval rights granted to the Holders in accordance with the terms and provisions of this Agreement (following the direction of the Holders holding the requisite interest in the Mortgage Loan set forth herein, which, except in the case of a different designation mechanismUnanimous Decision or a Super-Majority Decision, which different mechanism shall be specified the Deciding Majority), the Servicing Agreement and the Intercreditor Agreement; (c) provide and deliver all notices to be delivered to the other parties to the Intercreditor Agreement in accordance with the terms and provisions of this Agreement, the Servicing Agreement and the Intercreditor Agreement; and (d) follow the instructions of the Holders, in accordance with the terms and provisions of this Agreement and the Servicing Agreement, with regard to any actions permitted to be taken in its capacity as Directing Senior Lender under the Intercreditor Agreement. Notwithstanding anything to the contrary herein or in the Servicing Agreement, prior to the Lead Securitization, a Deciding Majority may terminate the Servicer as Directing Senior Lender at any time upon five (5) days prior written notice to the Servicer of such termination and replace the Directing Senior Lender with any party selected by the Deciding Majority upon written notice to the Servicer, the parties to this Agreement and upon which each Junior the parties to the Intercreditor Agreement. Any termination of the Servicer as Directing Senior Lender shall be entitled to rely)not, in and of itself, cause a termination of the Servicer in its capacity as Servicer under the Servicing Agreement, unless a separate termination of the Servicer is effected in accordance with the terms and conditions of the Servicing Agreement. On and after the Lead Securitization, the Servicer shall act as Directing Senior Lender.

Directing Senior Lender. During any period that no portion of the Senior Loan is included in a Securitization, if If more than one Person shall hold a direct interest in the Senior Loan, the holder(s) of more than fifty percent (50%) of the principal amount of the Senior Loan (unless the applicable Coparticipation agreement or co-Lender Agreement lender agreement among the holders of the Senior Loan provides a different designation mechanism, which different mechanism shall be specified in such notice and upon which each Junior Lender shall be entitled to rely) shall designate by written notice to the Junior Lenders either (i) one of such Persons or (ii) a servicer on behalf of such Persons that, in either such case, shall in no event be an Affiliate Lender or an Affiliate Holder (the “Directing Senior Lender”) to act under this Agreement on behalf of all such Persons holding an interest in the Senior Loan. Each Junior Lender acknowledges that Senior Lender has designated BOA to act as the initial Directing Senior Lender pursuant to the terms of the related Co-Lender Agreement. Except as otherwise agreed in writing by the Senior Lender and Junior Lenders, during any period that no portion of the Senior Loan is included in a Securitization, the Directing Senior Lender shall have the sole right to receive any notices which are required to be given or which may be given to the Senior Lender and to exercise the rights and power given to the Senior Lender, including any approval rights of the Senior Lender; provided, that until a new Directing Senior Lender has been so designated, the last Person known to the Junior Lenders to be the Directing Senior Lender or to hold more than a fifty percent (50%) direct interest in the Senior Loan shall be deemed to be the Directing Senior Lender. Once a new Directing Senior Lender has been designated hereunder, each Junior Lender shall be entitled to rely on such designation until it has received written notice from the Directing Senior Lender or the holder(s) of more than fifty percent (50%) of the principal amount of the Senior Loan of the designation of a different Person to act as the Directing Senior Lender (unless the applicable Coparticipation agreement or co-Lender Agreement lender agreement among the holders of the Senior Loan provides a different designation mechanism, which different mechanism shall be specified in such notice and upon which each Junior Lender shall be entitled to rely). Notwithstanding any provision of this Section 5(c) to the contrary, each Person holding an interest in the Senior Loan shall be deemed to be a Senior Lender for purposes of the rights and restrictions contained in Sections 5(a), (b) and (c), and shall be subject to the rights and restrictions thereof with respect to such Person’s interest in the Senior Loan.

Directing Senior Lender. During any period that no portion of the Senior Loan is included in a Securitization, if If more than one Person shall hold a direct interest in the Senior Loan, the holder(s) of more than fifty percent (50%) of the principal amount of the Senior Loan (unless the applicable Coparticipation agreement or co-Lender Agreement lender agreement among the holders of the Senior Loan provides a different designation mechanism, which different mechanism shall be specified in such notice and upon which each Junior Lender shall be entitled to rely) shall designate by written notice to the Junior Lenders either (i) one of such Persons or (ii) a servicer on behalf of such Persons that, in either such case, shall in no event be an Affiliate Lender or an Affiliate Holder (the “"Directing Senior Lender”") to act under this Agreement on behalf of all such Persons holding an interest in the Senior Loan. Each Junior Lender acknowledges that Senior Lender has designated BOA to act as the initial Directing Senior Lender pursuant to the terms of the related Co-Lender Agreement. Except as otherwise agreed in writing by the Senior Lender and Junior Lenders, during any period that no portion of the Senior Loan is included in a Securitization, the Directing Senior Lender shall have the sole right to receive any notices which are required to be given or which may be given to the Senior Lender and to exercise the rights and power given to the Senior Lender, including any approval rights of the Senior Lender; provided, that until a new Directing Senior Lender has been so designated, the last Person known to the Junior Lenders to be the Directing Senior Lender or to hold more than a fifty percent (50%) direct interest in the Senior Loan shall be deemed to be the Directing Senior Lender. Once a new Directing Senior Lender has been designated hereunder, each Junior Lender shall be entitled to rely on such designation until it has received written notice from the Directing Senior Lender or the holder(s) of more than fifty percent (50%) of the principal amount of the Senior Loan of the designation of a different Person to act as the Directing Senior Lender (unless the applicable Coparticipation agreement or co-Lender Agreement lender agreement among the holders of the Senior Loan provides a different designation mechanism, which different mechanism shall be specified in such notice and upon which each Junior Lender shall be entitled to rely). Notwithstanding any provision of this Section 5(c) to the contrary, each Person holding an interest in the Senior Loan shall be deemed to be a Senior Lender for purposes of the rights and restrictions contained in Sections 5(a), (b) and (c) , and shall be subject to the rights and restrictions thereof with respect to such Person's interest in the Senior Loan.