Common use of Registration with MERS Clause in Contracts

Registration with MERS. In the event that any of the Loans are (or are required by the Servicing Obligations to be) registered on the MERS® System, the Servicer shall maintain (or register, as applicable) such Loan on the MERS® System and execute and deliver on behalf of the Company (including, as applicable, on behalf of the Manager, in turn on behalf of the Company) any and all instruments of assignment and other comparable instruments with respect to such assignment or re-recording of a mortgage securing a Loan in the name of MERS®, solely as nominee for the Company and its successors and assigns. With respect to each Loan that is registered on the MERS® System, (A) the Servicer shall be designated as the “servicer” and the “investor” with respect to such Loan, and, if applicable, the Manager may cause or permit an applicable Subservicer to be designated as the “subservicer” with respect to such Loan (provided, that, at the option of the Manager in accordance with the LLC Operating Agreement and so long as each applicable designee is and remains a MERS member in good standing, (1) the Company may be designated as the “investor” with respect to any such Loan, and (2) the Manager may be designated as the “servicer” with respect to any such Loan, in which case the Servicer shall be designated as the “subservicer” with respect thereto), and (B) no other Person shall be identified on the MERS® System as having any interest in such Loan unless otherwise consented to by the Manager (or required pursuant to the Electronic Tracking Agreement). Except as otherwise directed by the Manager (in connection with a voluntary removal by the Manager of any Loan from the MERS® System pursuant to Section 12.3(g) of the LLC Operating Agreement), all Loans registered on the MERS® System shall remain registered on the MERS® System unless default, foreclosure or similar legal or MERS® requirements dictate otherwise. The Servicer shall provide the Manager and the Initial Member with such reports from the MERS® System as the Manager or the Initial Member, from time to time, may request, including to allow the Manager and the Initial Member to verify the Persons identified on the MERS® System as having any interest in any of the Loans and to confirm that the Loans required to be registered on the MERS® System are so registered. For so long as any Loans remain registered with MERS, the same shall be subject to an Electronic Tracking Agreement in the form of Exhibit B, and, to the extent any such Loans are so registered with MERS as of the Closing Date, the Servicer, together with the Manager, the Collateral Agent and the Initial Member, shall execute such Electronic Tracking Agreement on the Closing Date and deliver the same to MERS. Without limiting the foregoing, upon the request of the Manager or the Initial Member, the Servicer shall cause MERS to run a query with respect to any and all specified fields on the MERS® System with respect to any or all of the Loans registered on the MERS® System and provide the results to the Manager and the Initial Member and, if requested by the Manager or the Initial Member (and subject to any applicable provisions of the Electronic Tracking Agreement), shall cause MERS to change the information in such fields, to the extent MERS will do so in accordance with its policies and procedures, to reflect its instructions.

Registration with MERS. In the event that any of the Loans are (or are required by the Servicing Obligations to be) registered on the MERS® System, the Servicer shall maintain (or register, as applicable) such Loan on the MERS® System and execute and deliver on behalf of the Company (including, as applicable, on behalf of the Manager, in turn on behalf of the Company) any and all instruments of assignment and other comparable instruments with respect to such assignment or re-recording of a mortgage securing a Loan in the name of MERS®, solely as nominee for the Company and its successors and assigns. With respect to each Loan that is registered on the MERS® System, (A) the Servicer The Manager shall be designated as the “servicer” and the “investor” with respect to such Loan, and, if applicable, the Manager may cause or permit an applicable Subservicer to be designated as Loans that are registered on the “subservicer” with respect to such Loan (provided, that, at the option of the Manager in accordance with the LLC Operating Agreement and so long as each applicable designee is and remains a MERS member in good standing, (1) the Company may be designated as the “investor” with respect to any such LoanMERS® System, and (2) the Manager may be designated as the “servicer” with respect to any such Loan, in which case the Servicer shall be designated as the “subservicer” with respect thereto), and (B) no to such Loans. No other Person shall be identified on the MERS® System as having any interest in such Loan any of the Loans unless otherwise consented to by the Manager (or required pursuant to the Electronic Tracking Agreement)Manager. Except as otherwise directed by the Manager (in connection with a voluntary removal by the Manager of any Loan from the MERS® System pursuant to Section 12.3(g) of the LLC Operating Agreement), all All Loans registered on the MERS® System shall remain registered on the MERS® System unless default, foreclosure or similar legal or MERS® requirements dictate otherwise. The Servicer shall provide the Manager and the Initial Member with such reports from the MERS® System as the Manager or the Initial Member, from time to time, may request, including to allow the Manager and the Initial Member to verify the Persons identified on the MERS® System as having any interest in any of the Loans and to confirm that the Loans required to be registered on the MERS® System are so registered. For so long as any Loans remain registered with MERS, The Servicer shall also execute and deliver to the same shall be subject to an Company and the Initial Member the Electronic Tracking Agreement in the form of Exhibit B, and, to the extent any such Loans are so registered with MERS as of the Closing Date, the Servicer, together with the Manager, the Collateral Agent and the Initial Member, shall execute such Electronic Tracking Agreement on the Closing Date and deliver the same to MERS. B. Without limiting the foregoing, upon the request of the Manager or the Initial Member, the Servicer shall cause MERS MERS® to run a query with respect to any and all specified fields on the MERS® System with respect to any or all of the Loans registered on the MERS® System and provide the results to the Manager and the Initial Member and, if requested by the Manager or the Initial Member (and subject to any applicable provisions of the Electronic Tracking Agreement)Member, shall cause MERS MERS® to change the information in such fields, to the extent MERS MERS® will do so in accordance with its policies and procedures, to reflect its instructions.

Registration with MERS. In the event that any of the Loans Assets are (or are required by the Servicing Obligations to be) registered on the MERS® System, the Servicer shall maintain (or register, as applicable) such Loan Asset on the MERS® System and execute and deliver on behalf of the Company (including, as applicable, on behalf of the Manager, in turn on behalf of the Company) any and all instruments of assignment and other comparable instruments with respect to such assignment or re-recording of a mortgage securing a Loan in the name of MERS®, solely as nominee for the Company and its successors and assigns. With respect to each Loan Asset that is registered on the MERS® System, (A) the Servicer shall be designated as the “servicer” and the “investor” with respect to such LoanAsset, and, if applicable, the Manager may cause or permit an applicable Subservicer to be designated as the “subservicer” with respect to such Loan Asset (provided, that, at the option of the Manager in accordance with the LLC Operating Agreement and so long as each applicable designee is and remains a MERS member in good standing, (1) the Company may be designated as the “investor” with respect to any such LoanAsset, and (2) the Manager may be designated as the “servicer” with respect to any such LoanAsset, in which case the Servicer shall be designated as the “subservicer” with respect thereto), and (B) no other Person shall be identified on the MERS® System as having any interest in such Loan Asset unless otherwise consented to by the Manager (or required pursuant to the Electronic Tracking Agreement). Except as otherwise directed by the Manager (in connection with a voluntary removal by the Manager of any Loan Asset from the MERS® System pursuant to Section 12.3(g) of the LLC Operating Agreement), all Loans Assets registered on the MERS® System shall remain registered on the MERS® System unless default, foreclosure or similar legal or MERS® requirements dictate otherwise. The Servicer shall provide the Manager and the Initial Member with such reports from the MERS® System as the Manager or the Initial Member, from time to time, may request, including to allow the Manager and the Initial Member to verify the Persons identified on the MERS® System as having any interest in any of the Loans Assets and to confirm that the Loans Assets required to be registered on the MERS® System are so registered. For so long as any Loans Assets remain registered with MERS, the same shall be subject to an Electronic Tracking Agreement in the form of Exhibit B, and, to the extent any such Loans Assets are so registered with MERS as of the Closing Date, the Servicer, together with the Manager, the Collateral Agent and the Initial Member, shall execute such Electronic Tracking Agreement on the Closing Date and deliver the same to MERS. Without limiting the foregoing, upon the request of the Manager or the Initial Member, the Servicer shall cause MERS to run a query with respect to any and all specified fields on the MERS® System with respect to any or all of the Loans Assets registered on the MERS® System and provide the results to the Manager and the Initial Member and, if requested by the Manager or the Initial Member (and subject to any applicable provisions of the Electronic Tracking Agreement), shall cause MERS to change the information in such fields, to the extent MERS will do so in accordance with its policies and procedures, to reflect its instructions.

Registration with MERS. In the event that any of the Mortgage Loans are (or are required by the Servicing Obligations to be) registered on the MERS® System, the Servicer shall maintain (or register, as applicable) such Mortgage Loan on the MERS® System and execute and deliver on behalf of the Company (including, as applicable, on behalf of the Manager, in turn on behalf of the Company) any and all instruments of assignment and other comparable instruments with respect to such assignment or re-recording of a mortgage securing a Mortgage Loan in the name of MERS®, solely as nominee for the Company and its successors and assigns. With respect to each Mortgage Loan that is registered on the MERS® System, (A) the Servicer shall be designated as the “servicer” and the Company shall be designated as the “investor” with respect to such Mortgage Loan, and, if applicable, the Manager may cause or permit an applicable Subservicer to be designated as the “subservicer” with respect to such Mortgage Loan (provided, that, at the option of the Manager in accordance with the LLC Operating Agreement and so long as each applicable designee is and remains a MERS member in good standing, (1) the Company may be designated as the “investor” with respect to any such Loan, and (2) the Manager may be designated as the “servicer” with respect to any such Mortgage Loan, in which case the Servicer shall be designated as the “subservicer” with respect thereto), and (B) no other Person shall be identified on the MERS® System as having any interest in such Mortgage Loan unless otherwise consented to by the Manager (or required pursuant to the Electronic Tracking Agreement). Except as otherwise directed by the Manager (in connection with a voluntary removal by the Manager of any Mortgage Loan from the MERS® System pursuant to Section 12.3(g) of the LLC Operating Agreement), all Mortgage Loans registered on the MERS® System shall remain registered on the MERS® System unless default, foreclosure or similar legal or MERS® requirements dictate otherwise. The Servicer shall provide the Manager and the Initial Member with such reports from the MERS® System as the Manager or the Initial Member, from time to time, may request, including to allow the Manager and the Initial Member to verify the Persons identified on the MERS® System as having any interest in any of the Mortgage Loans and to confirm that the Mortgage Loans required to be registered on the MERS® System are so registered. For so long as any Loans remain Mortgage Loan remains registered with MERS, the same shall be subject to an Electronic Tracking Agreement in the form of Exhibit B, and, to the extent any such Loans are Mortgage Loan is so registered with MERS as of the Closing Date, the Servicer, together with the Manager, the Collateral Agent and the Initial Member, shall execute such Electronic Tracking Agreement on the Closing Date and deliver the same to MERS. Without limiting the foregoing, upon the request of the Manager or the Initial Member, the Servicer shall cause MERS to run a query with respect to any and all specified fields on the MERS® System with respect to any or all of the Mortgage Loans registered on the MERS® System and provide the results to the Manager and the Initial Member and, if requested by the Manager or the Initial Member (and subject to any applicable provisions of the Electronic Tracking Agreement), shall cause MERS to change the information in such fields, to the extent MERS will do so in accordance with its policies and procedures, to reflect its instructions.

Registration with MERS. In the event that any of the Loans are (or are required by the Servicing Obligations to be) registered on the MERS® System, the Servicer shall maintain (or register, as applicable) such Loan on the MERS® System and execute and deliver on behalf of the Company (including, as applicable, on behalf of the Manager, in turn on behalf of the Company) any and all instruments of assignment and other comparable instruments with respect to such assignment or re-recording of a mortgage securing a Loan in the name of MERS®, solely as nominee for the Company and its successors and assigns. With respect to each Loan that is registered on the MERS® System, (A) the Servicer shall be designated as the “servicer” and 1000002 (Org Id.) shall be designated as the “investor” with respect to such Loan, and, if applicable, the Manager may cause or permit an applicable Subservicer Sub-Servicer (and, in the event such Loan is being serviced by a Rated Sub-Servicer, shall so cause such Sub-Servicer) to be designated as the “subservicer” with respect to such Loan (provided, thatthat (i) upon the Company becoming a member of MERS in good standing, the Manager shall cause the Company to be identified in the “investor” field on the MERS® System, and (ii) at the option of the Manager in accordance with the LLC Operating Agreement and so long as each applicable designee the Manager is and remains a MERS member in good standing, (1) the Company may be designated as the “investor” with respect to any such Loan, and (2) the Manager may be designated as the “servicer” with respect to any such Loan, in which case the Servicer shall be designated as the “subservicer” with respect thereto), and (B) no other Person shall be identified on the MERS® System as having any interest in such Loan unless otherwise consented to by the Manager (or required pursuant to the Electronic Tracking Agreement). Except as otherwise directed by the Manager (in connection with a voluntary removal by the Manager of any Loan from the MERS® System pursuant to Section 12.3(g12.3(h) of the LLC Operating Agreement), all Loans registered on the MERS® System shall remain registered on the MERS® System unless default, foreclosure or similar legal or MERS® requirements dictate otherwise. The Servicer shall provide the Manager and the Initial Member with such reports from the MERS® System as the Manager or the Initial Member, from time to time, may request, including to allow the Manager and the Initial Member to verify the Persons identified on the MERS® System as having any interest in any of the Loans and to confirm that the Loans required to be registered on the MERS® System are so registered. For so long as any Loans remain registered with MERS, the same shall be subject to an Electronic Tracking Agreement in the form of Exhibit B, and, to the extent any such Loans are so registered with MERS as of the Closing Date, the Servicer, together with the Manager, the Collateral Agent Manager and the Initial Member, shall execute such Electronic Tracking Agreement on the Closing Date and deliver the same to MERS. Without limiting the foregoing, upon the request of the Manager or the Initial Member, the Servicer shall cause MERS to run a query with respect to any and all specified fields on the MERS® System with respect to any or all of the Loans registered on the MERS® System and provide the results to the Manager and the Initial Member and, if requested by the Manager or the Initial Member (and subject to any applicable provisions of the Electronic Tracking Agreement), shall cause MERS to change the information in such fields, to the extent MERS will do so in accordance with its policies and procedures, to reflect its instructionsapplicable instructions from the Manager or the Initial Member, as the case may be.