Common use of Release of Collateral Obligation Files Clause in Contracts

Release of Collateral Obligation Files. (hh) Upon satisfaction of any of the conditions set forth in Section 12.3, the Servicer will provide an Officer’s Certificate to such effect to the Collateral Custodian (with a copy to the Collateral Agent) and shall request in writing delivery to it of the Collateral Obligation File and a copy thereof shall be sent concurrently by the Servicer to the Administrative Agent. Upon receipt of such certification and request, unless it receives notice to the contrary from the Administrative Agent, the Collateral Custodian shall within three days release the related Collateral Obligation File to the Servicer and the Servicer will not be required to return the related Collateral Obligation File to the Collateral Custodian. (a) From time to time and as appropriate for the servicing or foreclosure of any of the Collateral Obligations, including, for this purpose, collection under any insurance policy relating to the Collateral Obligations, the Collateral Custodian shall, upon receipt of a Request for Release and Receipt substantially in the form of Exhibit F‑2 from an authorized representative of the Servicer (as listed on Exhibit F-1, as such exhibit may be amended from time to time by the Servicer with notice to the Collateral Custodian, the Collateral Agent, the Administrative Agent and each Lender (via the Collateral Agent’s Website)), release the related Collateral Obligation File or the documents set forth in such Request for Release and Receipt to the Servicer. In the event an Unmatured Event of Default or an Event of Default has occurred and is continuing, the Servicer shall not make any such request with respect to any original documents unless the Administrative Agent shall have consented in writing thereto (which consent may be evidenced by an executed counterpart to such request). The Servicer shall return each and every original document previously requested from the Collateral Obligation File to the Collateral Custodian when (x) the need therefor by the Servicer no longer exists or (y) the Collateral Obligation File or such document has been delivered to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Related Security either judicially or non-judicially, the Servicer shall deliver to the Collateral Custodian a certificate executed by an Executive Officer certifying as to the name and address of the Person to which such Collateral Obligation File or such document was delivered and the purpose or purposes of such delivery. Upon receipt of a certificate of the Servicer substantially in the form of Exhibit F‑3, with a copy to the Administrative Agent and each Lender (via the Collateral Agent’s Website), stating that such Collateral Obligation was either (x) liquidated and that all amounts received or to be received in connection with such liquidation that are required to be deposited have been so deposited, or (y) sold pursuant to an Optional Sale in accordance with Section 7.10 or repurchased or substituted in accordance with Section 7.11, the Collateral Custodian shall within three (3) Business Days (provided that the Collateral Custodian has received such request by 12:00 p.m. (EST) and if received after 12:00 p.m. (EST), four (4) Business Days) of receipt of the Request for Release and Receipt, release the requested Collateral Obligation File, and the Servicer will not be required to return the related Collateral Obligation File to the Collateral Custodian. (b) Notwithstanding anything to the contrary set forth herein, the Servicer shall not, without the prior written consent of the Administrative Agent, request any documents (other than copies thereof) held by the Collateral Custodian if the sum of the unpaid Principal Balances of all Collateral Obligations for which the Servicer is then in possession of the related Collateral Obligation File or any document comprising such Collateral Obligation File (other than for Collateral Obligations then held by the Servicer which have been sold, repurchased, paid off or liquidated in accordance with this Agreement) (including the documents to be requested) exceeds 5% of the Adjusted Aggregate Eligible Collateral Obligation Balance. The Servicer may hold, and hereby acknowledges that it shall hold, any documents and all other property included in the Collateral that it may from time to time receive hereunder as custodian for the Secured Parties solely at the will of the Collateral Custodian and the Secured Parties for the sole purpose of facilitating the servicing of the Collateral Obligations and such retention and possession shall be in a custodial capacity only. To the extent the Servicer, as agent of the Collateral Custodian and the Borrower, holds any Collateral, the Servicer shall do so in accordance with the Servicing Standard as such standard applies to servicers acting as custodial agent. The Servicer shall promptly report to the Collateral Custodian and the Administrative Agent the loss by it of all or part of any Collateral Obligation File previously provided to it by the Collateral Custodian and shall promptly take appropriate action to remedy any such loss. The Servicer shall hold (in accordance with Section 9-313(c) of the UCC) all documents comprising the Collateral Obligation Files in its possession as agent of the Collateral Agent. In such custodial capacity, the Servicer shall have and perform the following powers and duties: (i) hold the Collateral Obligation Files and any document comprising a Collateral Obligation File that it may from time to time have in its possession for the benefit of the Collateral Custodian, on behalf of the Secured Parties, maintain accurate records pertaining to each Collateral Obligation to enable it to comply with the terms and conditions of this Agreement, and maintain a current inventory thereof; (ii) implement policies and procedures consistent with the Servicing Standard and requirements of this Agreement so that the integrity and physical possession of such Collateral Obligation Files will be maintained; and (iii) take all other actions, in accordance with the Servicing Standard, in connection with maintaining custody of such Collateral Obligation Files on behalf of the Collateral Agent. Acting as custodian of the Collateral Obligation Files pursuant to this Section 18.5, the Servicer agrees that it does not and will not have or assert any beneficial ownership interest in the Collateral Obligations or the Collateral Obligation Files.

Release of Collateral Obligation Files. (hha) Upon satisfaction of any of Subject to the conditions set forth in Section 12.3, the Servicer will provide an Officer’s Certificate to such effect to 7.12 and upon its receipt from the Collateral Custodian Manager (with a copy to the Collateral Agent) and shall request in writing delivery to it on behalf of the Borrower) of a written request for the release of any Collateral Obligation File (a “Request for Release”), and a copy thereof shall be sent concurrently by the Servicer to the Administrative Agent. Upon receipt of such certification and request, unless it receives notice to the contrary from the Administrative Agent, the Collateral Document Custodian shall within three days release the related Collateral Obligation File to the Servicer Collateral Manager and the Servicer Collateral Manager will not be required to return the related Collateral Obligation File to the Collateral Document Custodian. (ab) From time to time and as appropriate for the servicing or foreclosure of any of the Collateral Obligations, including, for this purpose, collection under any insurance policy relating to the Collateral Obligations, the Collateral Document Custodian shall, upon receipt of a Request for Release and Receipt substantially in the form of Exhibit F‑2 from an authorized representative of the Servicer (as listed on Exhibit F-1, as such exhibit may be amended from time to time by the Servicer with notice to the Collateral Custodian, the Collateral Agent, the Administrative Agent and each Lender (via the Collateral Agent’s Website))Manager, release the related Collateral Obligation File or the documents set forth in such Request for Release and Receipt to the ServicerCollateral Manager. In the event an Unmatured Event of Default or an Event of Default a Collateral Manager Breach has occurred and is continuing, the Servicer Collateral Manager shall not make any such request with respect to any original documents unless the Administrative Agent shall have consented in writing thereto (which consent may be evidenced by an executed counterpart to such request). The Servicer Collateral Manager shall return each and every original document previously requested from the Collateral Obligation File to the Collateral Document Custodian when (x) the need therefor by the Servicer Collateral Manager no longer exists or (y) exists. To the extent the Collateral Obligation File or such original document has been delivered to an attorney, or to a public trustee or other public official Person as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Related Security Collateral Obligation either judicially or non-judiciallyjudicially and within five Business Days of the making of such delivery, the Servicer Collateral Manager shall deliver to the Collateral Document Custodian a certificate executed by an Executive Authorized Officer certifying as to the name and address of the Person to which such Collateral Obligation File or such original document was delivered and the purpose or purposes of such delivery. Upon receipt of a certificate of the Servicer substantially in the form of Exhibit F‑3Request for Release, with a copy to the Administrative Agent and each Lender (via the Collateral Agent’s Website), stating that such Collateral Obligation was either (x) liquidated and that all amounts received or to be received in connection with such liquidation that are required to be deposited have been so deposited, or (y) sold pursuant to an Optional a Sale in accordance with Section 7.10 or repurchased or substituted in accordance with Section 7.112.12, the Collateral Document Custodian shall within three (3) Business Days of receipt of the Request for Release (provided that the Collateral Document Custodian has received such request by 12:00 p.m. (EST) and if received after 12:00 p.m. (EST)p.m., four (4) Business Days) Days of receipt of the such Request for Release and ReceiptRelease), release the requested Collateral Obligation File, and the Servicer Collateral Manager will not be required to return the related Collateral Obligation File to the Collateral Document Custodian. (bc) Notwithstanding anything to the contrary set forth herein, the Servicer shall not, without the prior written consent of the Administrative Agent, request any documents (other than copies thereof) held by the The Collateral Custodian if the sum of the unpaid Principal Balances of all Collateral Obligations for which the Servicer is then in possession of the related Collateral Obligation File or any document comprising such Collateral Obligation File (other than for Collateral Obligations then held by the Servicer which have been sold, repurchased, paid off or liquidated in accordance with this Agreement) (including the documents to be requested) exceeds 5% of the Adjusted Aggregate Eligible Collateral Obligation Balance. The Servicer Manager may hold, and hereby acknowledges that it shall hold, any documents and all other property included in the Collateral that it may from time to time receive hereunder as custodian for the Secured Parties solely at the will of the Collateral Document Custodian and the Secured Parties for the sole purpose of facilitating the servicing of the Collateral Obligations and such retention and possession shall be in a custodial capacity only. To the extent the ServicerCollateral Manager, as agent of the Collateral Document Custodian and the Borrower, holds any Collateral, the Servicer Collateral Manager shall do so in accordance with the Servicing Standard standard of care set forth in Section 6.6 as such standard applies to servicers Collateral Managers acting as custodial agent. The Servicer Collateral Manager shall promptly report to the Collateral Document Custodian and the Administrative Agent the loss by it of all or part of any Collateral Obligation File previously provided to it by the Collateral Document Custodian and shall promptly take appropriate action to remedy any such loss. The Servicer Collateral Manager shall hold (in accordance with Section 9-313(c313(C) of the UCC) all documents comprising the Collateral Obligation Files in its possession as agent of the Collateral AgentCustodian. In such custodial capacity, the Servicer Collateral Manager shall have and perform the following powers and duties: (i) hold the Collateral Obligation Files and any document comprising a Collateral Obligation File that it may from time to time have in its possession for the benefit of the Collateral Document Custodian, on behalf of the Secured Parties, maintain accurate records pertaining to each Collateral Obligation to enable it to comply with the terms and conditions of this Agreement, and maintain a current inventory thereof; (ii) implement policies and procedures consistent with the Servicing Standard and requirements of this Agreement so that the integrity and physical possession of such Collateral Obligation Files will be maintained; and (iii) take all other actions, in accordance with the Servicing Standardthis Agreement, in connection with maintaining custody of such Collateral Obligation Files on behalf of the Collateral AgentCustodian. Acting as custodian of the Collateral Obligation Files pursuant to this Section 18.513.5, the Servicer Collateral Manager agrees that it does not and will not have or assert any beneficial ownership interest in the Collateral Obligations or the Collateral Obligation Files.

Release of Collateral Obligation Files. (hha) Upon satisfaction of any of the conditions set forth in Section 12.3, the Borrower shall cause the Servicer will to provide an Officer’s Certificate to such effect to the Collateral Custodian (with a copy to the Collateral Agent) and shall request delivered to the Collateral Custodian a Request for Release and Receipt (substantially in writing delivery to it the form of Exhibit F-2) of the Collateral Obligation File and a copy thereof shall be sent concurrently by the Servicer to the Administrative Facility Agent and each Agent. Upon receipt of such certification and request, unless it receives notice to the contrary from the Administrative Facility Agent, the Collateral Custodian shall within three days Business Days release the related Collateral Obligation File to the Servicer and the Servicer will not be required to return the related Collateral Obligation File to the Collateral Custodian. (a) From time to time and as appropriate for the servicing management or foreclosure of any of the Collateral Obligations, including, for this purpose, collection under any insurance policy relating to the Collateral Obligations, the Collateral Custodian shall, upon receipt of a Request for Release and Receipt substantially in the form of Exhibit F‑2 F-2 from an authorized representative of the Servicer (as listed on Exhibit F-1, as such exhibit may be amended from time to time by the Servicer with notice to the Collateral Custodian, the Collateral Agent, the Administrative Facility Agent and each Lender (via the Collateral Agent’s Website)), release the related Collateral Obligation File or the documents set forth in such Request for Release and Receipt to the Servicer. In the event an Unmatured Facility Termination Event, a Facility Termination Event, an Unmatured Servicer Event of Default or an a Servicer Event of Default has occurred and is continuing, the Servicer Borrower shall not permit the Servicer to make any such request with respect to any original documents unless the Administrative Facility Agent shall have consented in writing thereto (which consent may be evidenced by an executed counterpart to such request). The Borrower shall cause the Servicer shall to return each and every original document previously requested from the Collateral Obligation File to the Collateral Custodian when (x) the need therefor by the Servicer no longer exists or unless (yx) the Collateral Obligation File or such document has been delivered to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Related Security either judicially or non-judicially, and (y) the Servicer shall deliver has delivered to the Collateral Custodian a certificate executed by an Executive Officer certifying as to the name and address of the Person to which such Collateral Obligation File or such document was delivered and the purpose or purposes of such delivery, in which case the Servicer shall complete such return as soon as possible. Upon receipt of a certificate of the Servicer substantially in the form of Exhibit F‑3F-3, with a copy to the Administrative Facility Agent and each Lender (via the Collateral Agent’s Website), stating that such Collateral Obligation was either (x) liquidated and that all amounts received or to be received in connection with such liquidation that are required to be deposited have been so deposited, or (y) sold pursuant to an Optional Sale in accordance with Section 7.10 or repurchased or substituted in accordance with Section 7.11, the Collateral Custodian shall within three (3) Business Days (provided that the Collateral Custodian has received such request by 12:00 p.m. (EST) and if received after 12:00 p.m. (EST), four (4) Business Days) of receipt of release the Request for Release and ReceiptReceipt to the Servicer, release or, in connection with an Optional Sale, the requested Collateral Obligation File, and the Servicer will not be required to return the related Collateral Obligation File to the Collateral Custodian. (b) Notwithstanding anything to the contrary set forth herein, the Borrower shall not permit the Servicer shall notto, without the prior written consent of the Administrative AgentFacility Agent (not to be unreasonably withheld, conditioned or delayed), request any documents (other than copies thereof) held by the Collateral Custodian if the sum of the unpaid Principal Balances of all Collateral Obligations for which the Servicer is then in possession of the related Collateral Obligation File or any document comprising such Collateral Obligation File (other than for Collateral Obligations then held by the Servicer which have been sold, repurchased, paid off or liquidated in accordance with this Agreement) (including the documents to be requested) exceeds 5% of the Adjusted Aggregate Eligible Collateral Obligation Balance. The Servicer may hold, and hereby acknowledges that it shall hold, any documents and all other property included in the Collateral that it may from time to time receive hereunder as custodian Collateral Custodian for the Secured Parties solely at the will of the Collateral Custodian and the Secured Parties for the sole purpose of facilitating the servicing management of the Collateral Obligations and such retention and possession shall be in a custodial capacity only. To the extent the Servicer, as agent of the Collateral Custodian and the Borrower, holds any Collateral, the Borrower shall cause the Servicer shall to do so in accordance with the Servicing Standard as such standard applies to servicers Servicers acting as custodial agent. The Borrower shall cause the Servicer shall to promptly report to the Collateral Custodian and the Administrative Facility Agent the loss by it of all or part of any Collateral USActive 57084911.14 -143- Obligation File previously provided to it by the Collateral Custodian and shall promptly take appropriate action to remedy any such loss. The Servicer shall hold (in accordance with Section 9-313(c) of the UCC) all documents comprising the Collateral Obligation Files in its possession as agent of the Collateral Agent. In such custodial capacity, the Borrower shall cause the Servicer shall have and to perform the following powers and duties: (i) hold the Collateral Obligation Files and any document comprising a Collateral Obligation File that it may from time to time have in its possession receive hereunder from the Collateral Custodian for the benefit of the Collateral Custodian, on behalf of the Secured Parties, maintain accurate records pertaining to each Collateral Obligation to enable it to comply with the terms and conditions of this Agreement, and maintain a current inventory thereof; (ii) implement policies and procedures consistent with the Servicing Standard and requirements of this Agreement so that the integrity and physical possession of such Collateral Obligation Files will be maintained; and (iii) take all other actions, in accordance with the Servicing Standard, in connection with maintaining custody of such Collateral Obligation Files on behalf of the Collateral Agent. Acting as custodian of the Collateral Obligation Files pursuant to this Section 18.5, the Borrower shall cause the Servicer agrees to agree that it does not and will not have or assert any beneficial ownership interest in the Collateral Obligations or the Collateral Obligation Files.

Release of Collateral Obligation Files. (hha) Upon satisfaction of any of the conditions set forth in Section 12.3, the Servicer will Borrower shall cause the Investment Manager to provide an Officer’s Certificate to such effect to the Collateral Custodian (with a copy to the Collateral Agent) and shall request in writing delivery to it of the Collateral Obligation File and a copy thereof shall be sent concurrently by the Servicer Investment Manager to the Administrative Agent. Upon receipt of such certification and request, unless it receives notice to the contrary from the Administrative Agent, the Collateral Custodian shall within three days Business Days release the related Collateral Obligation File to the Servicer Investment Manager and the Servicer Investment Manager will not be required to return the related Collateral Obligation File to the Collateral Custodian. (a) From time to time and as appropriate for the servicing management or foreclosure of any of the Collateral Obligations, including, for this purpose, collection under any insurance policy relating to the Collateral Obligations, the Collateral Custodian shall, upon receipt of a Request for Release and Receipt substantially in the form of Exhibit F‑2 F-2 from an authorized representative of the Servicer Investment Manager (as listed on Exhibit F-1, as such exhibit may be amended from time to time by the Servicer Investment Manager with notice to the Collateral Custodian, the Collateral Agent, Custodian and the Administrative Agent and each Lender (via the Collateral Agent’s Website)), release the related Collateral Obligation File or the documents set forth in such Request for Release and Receipt to the ServicerInvestment Manager. In the event an Unmatured Facility Termination Event, a Facility Termination Event, an Unmatured Investment Manager Event of Default or an Investment Manager Event of Default has occurred and is continuing, the Servicer Borrower shall not permit the Investment Manager to make any such request with respect to any original documents unless the Administrative Agent shall have consented in writing thereto (which consent may be evidenced by an executed counterpart to such request). The Servicer Borrower shall cause the Investment Manager to return each and every original document previously requested from the Collateral Obligation File to the Collateral Custodian when (x) the need therefor by the Servicer Investment Manager no longer exists or unless (yx) the Collateral Obligation File or such document has been delivered to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Related Security either judicially or non-judicially, and (y) the Servicer shall deliver Investment Manager has delivered to the Collateral Custodian a certificate executed by an Executive Officer certifying as to the name and address of the Person to which such Collateral Obligation File or such document was delivered and the purpose or purposes of such delivery. , in which case the Investment Manager shall complete such return as soon as possible.. Upon receipt of a certificate of the Servicer Investment Manager substantially in the form of Exhibit F‑3F-3, with a copy to the Administrative Agent and each Lender (via the Collateral Agent’s Website), stating that such Collateral Obligation was either (x) liquidated and that all amounts received or to be received in connection with such liquidation that are required to be deposited have been so deposited, or (y) sold pursuant to an Optional Sale in accordance with Section 7.10 or repurchased or substituted in accordance with Section 7.117.10, the Collateral Custodian shall within three (3) Business Days (provided that the Collateral Custodian has received such request by 12:00 p.m. (EST) and if received after 12:00 p.m. (EST), four (4) Business Days) of receipt of release the Request for Release and ReceiptReceipt to the Investment Manager, release or, in connection with an Optional Sale, the requested Collateral Obligation File, and the Servicer Investment Manager will not be required to return the related Collateral Obligation File to the Collateral Custodian. (b) Notwithstanding anything to the contrary set forth herein, the Servicer Borrower shall notnot permit the Investment Manager to, without the prior written consent of the Administrative Agent, request any documents (other than copies thereof) held by the Collateral Custodian if the sum of the unpaid Principal Balances of all Collateral Obligations for which the Servicer Investment Manager is then in possession of the related Collateral Obligation File or any document comprising such Collateral Obligation File (other than for Collateral Obligations then held by the Servicer Investment Manager which have been sold, repurchased, paid off or liquidated in accordance with this Agreement) (including the documents to be requested) exceeds 5% of the Adjusted Aggregate Eligible Collateral Obligation Balance. The Servicer Investment Manager may hold, and hereby acknowledges that it shall hold, any documents and all other property included in the Collateral that it may from time to time receive hereunder as custodian Collateral Custodian for the Secured Parties solely at the will of the Collateral Custodian and the Secured Parties for the sole purpose of facilitating the servicing management of the Collateral Obligations and such retention and possession shall be in a custodial capacity only. To the extent the ServicerInvestment Manager, as agent of the Collateral Custodian and the Borrower, holds any Collateral, the Servicer Borrower shall cause the Investment Manager to do so in accordance with the Servicing Investment Management Standard as such standard applies to servicers investment managers acting as custodial agent. The Servicer Borrower shall cause the Investment Manager to promptly report to the Collateral Custodian and the Administrative Agent the loss by it of all or part of any Collateral Obligation File previously provided to it by the Collateral Custodian and shall promptly take appropriate action to remedy any such loss. The Servicer shall hold (in accordance with Section 9-313(c) of the UCC) all documents comprising the Collateral Obligation Files in its possession as agent of the Collateral Agent. In such custodial capacity, the Servicer Borrower shall have and cause the Investment Manager to perform the following powers and duties: (i) hold the Collateral Obligation Files and any document comprising a Collateral Obligation File that it may from time to time have in its possession receive hereunder from the Collateral Custodian for the benefit of the Collateral Custodian, on behalf of the Secured Parties, maintain accurate records pertaining to each Collateral Obligation to enable it to comply with the terms and conditions of this Agreement, and maintain a current inventory thereof; (ii) implement policies and procedures consistent with the Servicing Investment Management Standard and requirements of this Agreement so that the integrity and physical possession of such Collateral Obligation Files will be maintained; and (iii) take all other actions, in accordance with the Servicing Investment Management Standard, in connection with maintaining custody of such Collateral Obligation Files on behalf of the Collateral Agent. Acting as custodian of the Collateral Obligation Files pursuant to this Section 18.5, the Servicer agrees Borrower shall cause the Investment Manager to agree that it does not and will not have or assert any beneficial ownership interest in the Collateral Obligations or the Collateral Obligation Files.

Release of Collateral Obligation Files. (hha) Upon satisfaction of any of the conditions set forth in Section 12.3, the Servicer will Borrower shall cause the Investment Manager to provide an Officer’s Certificate to such effect to the Collateral Custodian (with a copy to the Collateral Agent) and shall request in writing delivery to it of the Collateral Obligation File and a copy thereof shall be sent concurrently by the Servicer Investment Manager to the Administrative Facility Agent and each Agent. Upon receipt of such certification and request, unless it receives notice to the contrary from the Administrative Facility Agent, the Collateral Custodian shall within three days Business Days release the related Collateral Obligation File to the Servicer Investment Manager and the Servicer Investment Manager will not be required to return the related Collateral Obligation File to the Collateral Custodian. (a) From time to time and as appropriate for the servicing management or foreclosure of any of the Collateral Obligations, including, for this purpose, collection under any insurance policy relating to the Collateral Obligations, the Collateral Custodian shall, upon receipt of a Request for Release and Receipt substantially in the form of Exhibit F‑2 from an authorized representative of the Servicer Investment Manager (as listed on Exhibit F-1, as such exhibit may be amended from time to time by the Servicer Investment Manager with notice to the Collateral Custodian, the Collateral Agent, the Administrative Facility Agent and each Lender (via the Collateral Agent’s Website)), release the related Collateral Obligation File or the documents set forth in such Request for Release and Receipt to the ServicerInvestment Manager. In the event an Unmatured Facility Termination Event, a Facility Termination Event, an Unmatured Investment Manager Event of Default or an Investment Manager Event of Default has occurred and is continuing, the Servicer Borrower shall not permit the Investment Manager to make any such request with respect to any original documents unless the Administrative Facility Agent shall have consented in writing thereto (which consent may be evidenced by an executed counterpart to such request). The Servicer Borrower shall cause the Investment Manager to return each and every original document previously requested from the Collateral Obligation File to the Collateral Custodian when (x) the need therefor by the Servicer Investment Manager no longer exists or unless (yx) the Collateral Obligation File or such document has been delivered to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Related Security either judicially or non-judicially, and (y) the Servicer shall deliver Investment Manager has delivered to the Collateral Custodian a certificate executed by an Executive Officer certifying as to the name and address of the Person to which such Collateral Obligation File or such document was delivered and the purpose or purposes of such delivery, in which case the Investment Manager shall complete such return as soon as possible. Upon receipt of a certificate of the Servicer Investment Manager substantially in the form of Exhibit F‑3, with a copy to the Administrative Facility Agent and each Lender (via the Collateral Agent’s Website), stating that such Collateral Obligation was either (x) liquidated and that all amounts received or to be received in connection with such liquidation that are required to be deposited have been so deposited, or (y) sold pursuant to an Optional Sale in accordance with Section 7.10 or repurchased or substituted in accordance with Section 7.117.10, the Collateral Custodian shall within three (3) Business Days (provided that the Collateral Custodian has received such request by 12:00 p.m. (EST) and if received after 12:00 p.m. (EST), four (4) Business Days) of receipt of release the Request for Release and ReceiptReceipt to the Investment Manager, release or, in connection with an Optional Sale, the requested Collateral Obligation File, and the Servicer Investment Manager will not be required to return the related Collateral Obligation File to the Collateral Custodian. (b) Notwithstanding anything to the contrary set forth herein, the Servicer Borrower shall notnot permit the Investment Manager to, without the prior written consent of the Administrative Facility Agent, request any documents (other than copies thereof) held by the Collateral Custodian if the sum of the unpaid Principal Balances of all Collateral Obligations for which the Servicer Investment Manager is then in possession of the related Collateral Obligation File or any document comprising such Collateral Obligation File (other than for Collateral Obligations then held by the Servicer Investment Manager which have been sold, repurchased, paid off or liquidated in accordance with this Agreement) (including the documents to be requested) exceeds 5% of the Adjusted Aggregate Eligible Collateral Obligation Balance. The Servicer Investment Manager may hold, and hereby acknowledges that it shall hold, any documents and all other property included in the Collateral that it may from time to time receive hereunder as custodian Collateral Custodian for the Secured Parties solely at the will of the Collateral Custodian and the Secured Parties for the sole purpose of facilitating the servicing management of the Collateral Obligations and such retention and possession shall be in a custodial capacity only. To the extent the ServicerInvestment Manager, as agent of the Collateral Custodian and the Borrower, holds any Collateral, the Servicer Borrower shall cause the Investment Manager to do so in accordance with the Servicing Investment Management Standard as such standard applies to servicers investment managers acting as custodial agent. The Servicer Borrower shall cause the Investment Manager to promptly report to the Collateral Custodian and the Administrative Facility Agent the loss by it of all or part of any Collateral Obligation File previously provided to it by the Collateral Custodian and shall promptly take appropriate action to remedy any such loss. The Servicer shall hold (in accordance with Section 9-313(c) of the UCC) all documents comprising the Collateral Obligation Files in its possession as agent of the Collateral Agent. In such custodial capacity, the Servicer Borrower shall have and cause the Investment Manager to perform the following powers and duties: (i) hold the Collateral Obligation Files and any document comprising a Collateral Obligation File that it may from time to time have in its possession receive hereunder from the Collateral Custodian for the benefit of the Collateral Custodian, on behalf of the Secured Parties, maintain accurate records pertaining to each Collateral Obligation to enable it to comply with the terms and conditions of this Agreement, and maintain a current inventory thereof; (ii) implement policies and procedures consistent with the Servicing Investment Management Standard and requirements of this Agreement so that the integrity and physical possession of such Collateral Obligation Files will be maintained; and (iii) take all other actions, in accordance with the Servicing Investment Management Standard, in connection with maintaining custody of such Collateral Obligation Files on behalf of the Collateral Agent. Acting as custodian of the Collateral Obligation Files pursuant to this Section 18.5, the Servicer agrees Borrower shall cause the Investment Manager to agree that it does not and will not have or assert any beneficial ownership interest in the Collateral Obligations or the Collateral Obligation Files.

Release of Collateral Obligation Files. (hha) Upon satisfaction of any of the conditions set forth in Section 12.3, the Servicer will provide an Officer’s Certificate to such effect to the Collateral Custodian (with a copy to the Collateral Agent and the Facility Agent) and shall request deliver to the Collateral Custodian a Request for Release and Receipt (substantially in writing delivery to it the form of Exhibit F-2) of the Collateral Obligation File and a copy thereof shall be sent concurrently by the Servicer to the Administrative AgentFile. Upon receipt of such certification Request for Release and requestReceipt, unless it receives notice to the contrary from the Administrative Facility Agent, the Collateral Custodian shall within three days release the related Collateral Obligation File to the Servicer and the Servicer will not be required to return the related Collateral Obligation File to the Collateral Custodian. (ab) From time to time and as appropriate for the servicing or foreclosure of any of the Collateral Obligations, including, for this purpose, collection under any insurance policy relating to the Collateral Obligations, the Collateral Custodian shall, upon receipt of a Request for Release and Receipt substantially in the form of Exhibit F‑2 F-2 from an authorized representative of the Servicer (as listed on Exhibit F-1, as such exhibit may be amended from time to time by the Servicer with notice to the Collateral Custodian, the Collateral Agent, the Administrative Facility Agent and each Lender (via the Collateral Agent’s Website)), release the related Collateral Obligation File or the documents set forth in such Request for Release and Receipt to the Servicer. In the event an Unmatured Event of Default or an Event of Default has occurred and is continuing, the Servicer shall not make any such request with respect to any original documents unless the Administrative Facility Agent shall have consented in writing thereto (which consent may be evidenced by an executed counterpart to such request). The Servicer shall return each and every original document previously requested from the Collateral Obligation File to the Collateral Custodian when (x) the need therefor by the Servicer no longer exists or (y) the Collateral Obligation File or such document has been delivered to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Related Security either judicially or non-judicially, the Servicer shall deliver to the Collateral Custodian a certificate executed by an Executive Officer certifying as to the name and address of the Person to which such Collateral Obligation File or such document was delivered and the purpose or purposes of such delivery. Upon receipt of a certificate of the Servicer substantially in the form of Exhibit F‑3F-3, with a copy to the Administrative Facility Agent and each Lender (via the Collateral Agent’s Website), stating that such Collateral Obligation was either (x) liquidated and that all amounts received or to be received in connection with such liquidation that are required to be deposited have been so deposited, or (y) sold pursuant to an Optional Sale in accordance with Section 7.10 or repurchased or substituted in accordance with Section 7.11, the Collateral Custodian shall within three (3) Business Days (provided that the Collateral Custodian has received such request by 12:00 p.m. (EST) and if received after 12:00 p.m. (EST), four (4) Business Days) of receipt of the Request for Release and Receipt, release the requested Collateral Obligation File, and the Servicer will not be required to return the related Collateral Obligation File to the Collateral Custodian. (bc) Notwithstanding anything to the contrary set forth herein, the Servicer shall not, without the prior written consent of the Administrative Facility Agent, request any documents (other than copies thereof) held by the Collateral Custodian if the sum of the unpaid Principal Balances of all Collateral Obligations for which the Servicer is then in possession of the related Collateral Obligation File or any document comprising such Collateral Obligation File (other than for Collateral Obligations then held by the Servicer which have been sold, repurchased, paid off or liquidated in accordance with this Agreement) (including the documents to be requested) exceeds 5% of the Adjusted Aggregate Eligible Collateral Obligation Balance. The Servicer may hold, and hereby acknowledges that it shall hold, any documents and all other property included in the Collateral that it may from time to time receive hereunder as custodian for the Secured Parties solely at the will of the Collateral Custodian and the Secured Parties for the sole purpose of facilitating the servicing of the Collateral Obligations and such retention and possession shall be in a custodial capacity only. To the extent the Servicer, as agent of the Collateral Custodian and the Borrower, holds any Collateral, the Servicer shall do so in accordance with the Servicing Standard as such standard applies to servicers acting as custodial agent. The Servicer shall promptly report to the Collateral Custodian and the Administrative Facility Agent the loss by it of all or part of any Collateral Obligation File previously provided to it by the Collateral Custodian and shall promptly take appropriate action to remedy any such loss. The Servicer shall hold (in accordance with Section 9-313(c) of the UCC) all documents comprising the Collateral Obligation Files in its possession as agent of the Collateral Agent. In such custodial capacity, the Servicer shall have and perform the following powers and duties: (i) hold the Collateral Obligation Files and any document comprising a Collateral Obligation File that it may from time to time have in its possession for the benefit of the Collateral Custodian, on behalf of the Secured Parties, maintain accurate records pertaining to each Collateral Obligation to enable it to comply with the terms and conditions of this Agreement, and maintain a current inventory thereof; (ii) implement policies and procedures consistent with the Servicing Standard and requirements of this Agreement so that the integrity and physical possession of such Collateral Obligation Files will be maintained; and (iii) take all other actions, in accordance with the Servicing Standard, in connection with maintaining custody of such Collateral Obligation Files on behalf of the Collateral Agent. Acting as custodian of the Collateral Obligation Files pursuant to this Section 18.5, the Servicer agrees that it does not and will not have or assert any beneficial ownership interest in the Collateral Obligations or the Collateral Obligation Files.

Release of Collateral Obligation Files. (hha) Upon satisfaction of any of the conditions set forth in Section 12.3, the Servicer will provide an Officer’s Certificate to such effect to the Collateral Custodian (with a copy to the Collateral Agent) and shall request in writing delivery to it of the Collateral Obligation File and a copy thereof shall be sent concurrently by the Servicer to the Administrative Agent. Upon receipt of such certification and request, unless it receives notice to the contrary from the Administrative Agent, the Collateral Custodian shall within three days release the related Collateral Obligation File to the Servicer and the Servicer will not be required to return the related Collateral Obligation File to the Collateral Custodian. (ab) From time to time and as appropriate for the servicing or foreclosure of any of the Collateral Obligations, including, for this purpose, collection under any insurance policy relating to the Collateral Obligations, the Collateral Custodian shall, upon receipt of a Request for Release and Receipt substantially in the form of Exhibit F‑2 from an authorized representative of the Servicer (as listed on Exhibit F-1, as such exhibit may be amended from time to time by the Servicer with notice to the Collateral Custodian, the Collateral Agent, the Administrative Agent and each Lender (via the Collateral Agent’s Website)), release the related Collateral Obligation File or the documents set forth in such Request for Release and Receipt to the Servicer. In the event an Unmatured Event of Default or an Event of Default has occurred and is continuing, the Servicer shall not make any such request with respect to any original documents unless the Administrative Agent shall have consented in writing thereto (which consent may be evidenced by an executed counterpart to such request). The Servicer shall return each and every original document previously requested from the Collateral Obligation File to the Collateral Custodian when (x) the need therefor by the Servicer no longer exists or (y) the Collateral Obligation File or such document has been delivered to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Related Security either judicially or non-judicially, the Servicer shall deliver to the Collateral Custodian a certificate executed by an Executive Officer certifying as to the name and address of the Person to which such Collateral Obligation File or such document was delivered and the purpose or purposes of such delivery. Upon receipt of a certificate of the Servicer substantially in the form of Exhibit F‑3, with a copy to the Administrative Agent and each Lender (via the Collateral Agent’s Website), stating that such Collateral Obligation was either (x) liquidated and that all amounts received or to be received in connection with such liquidation that are required to be deposited have been so deposited, or (y) sold pursuant to an Optional Sale in accordance with Section 7.10 or repurchased or substituted in accordance with Section 7.11, the Collateral Custodian shall within three (3) Business Days (provided that the Collateral Custodian has received such request by 12:00 p.m. (EST) and if received after 12:00 p.m. (EST), four (4) Business Days) of receipt of the Request for Release and Receipt, release the requested Collateral Obligation File, and the Servicer will not be required to return the related Collateral Obligation File to the Collateral Custodian. (bc) Notwithstanding anything to the contrary set forth herein, the Servicer shall not, without the prior written consent of the Administrative Agent, request any documents (other than copies thereof) held by the Collateral Custodian if the sum of the unpaid Principal Balances of all Collateral Obligations for which the Servicer is then in possession of the related Collateral Obligation File or any document comprising such Collateral Obligation File (other than for Collateral Obligations then held by the Servicer which have been sold, repurchased, paid off or liquidated in accordance with this Agreement) (including the documents to be requested) exceeds 5% of the Adjusted Aggregate Eligible Collateral Obligation Balance. The Servicer may hold, and hereby acknowledges that it shall hold, any documents and all other property included in the Collateral that it may from time to time receive hereunder as custodian for the Secured Parties solely at the will of the Collateral Custodian and the Secured Parties for the sole purpose of facilitating the servicing of the Collateral Obligations and such retention and possession shall be in a custodial capacity only. To the extent the Servicer, as agent of the Collateral Custodian and the Borrower, holds any Collateral, the Servicer shall do so in accordance with the Servicing Standard as such standard applies to servicers acting as custodial agent. The Servicer shall promptly report to the Collateral Custodian and the Administrative Agent the loss by it of all or part of any Collateral Obligation File previously provided to it by the Collateral Custodian and shall promptly take appropriate action to remedy any such loss. The Servicer shall hold (in accordance with Section 9-313(c) of the UCC) all documents comprising the Collateral Obligation Files in its possession as agent of the Collateral Agent. In such custodial capacity, the Servicer shall have and perform the following powers and duties: (i) hold the Collateral Obligation Files and any document comprising a Collateral Obligation File that it may from time to time have in its possession for the benefit of the Collateral Custodian, on behalf of the Secured Parties, maintain accurate records pertaining to each Collateral Obligation to enable it to comply with the terms and conditions of this Agreement, and maintain a current inventory thereof; (ii) implement policies and procedures consistent with the Servicing Standard and requirements of this Agreement so that the integrity and physical possession of such Collateral Obligation Files will be maintained; and (iii) take all other actions, in accordance with the Servicing Standard, in connection with maintaining custody of such Collateral Obligation Files on behalf of the Collateral Agent. Acting as custodian of the Collateral Obligation Files pursuant to this Section 18.5, the Servicer agrees that it does not and will not have or assert any beneficial ownership interest in the Collateral Obligations or the Collateral Obligation Files.

Release of Collateral Obligation Files. (hha) Upon satisfaction of any of the conditions set forth in Section 12.3, the Servicer will Borrower shall cause the Investment Manager to provide an Officer’s Certificate to such effect to the Collateral Custodian (with a copy to the Collateral Agent) and shall request in writing delivery to it of the Collateral Obligation File and a copy thereof shall be sent concurrently by the Servicer Investment Manager to the Administrative Facility Agent and each Agent. Upon receipt of such certification and request, unless it receives notice to the contrary from the Administrative Facility Agent, the Collateral Custodian shall within three days Business Days release the related Collateral Obligation File to the Servicer Investment Manager and the Servicer Investment Manager will not be required to return the related Collateral Obligation File to the Collateral Custodian. (a) From time to time and as appropriate for the servicing management or foreclosure of any of the Collateral Obligations, including, for this purpose, collection under any insurance policy relating to the Collateral Obligations, the Collateral Custodian shall, upon receipt of a Request for Release and Receipt substantially in the form of Exhibit F‑2 F-2 from an authorized representative of the Servicer Investment Manager (as listed on Exhibit F-1, as such exhibit may be amended from time to time by the Servicer Investment Manager with notice to the Collateral Custodian, the Collateral Agent, the Administrative Facility Agent and each Lender (via the Collateral Agent’s Website)), release the related Collateral Obligation File or the documents set forth in such Request for Release and Receipt to the ServicerInvestment Manager. In the event an Unmatured Facility Termination Event, a Facility Termination Event, an Unmatured Investment Manager Event of Default or an Investment Manager Event of Default has occurred and is continuing, the Servicer Borrower shall not permit the Investment Manager to make any such request with respect to any original documents unless the Administrative Facility Agent shall have consented in writing thereto (which consent may be evidenced by an executed counterpart to such request). The Servicer Borrower shall cause the Investment Manager to return each and every original document previously requested from the Collateral Obligation File to the Collateral Custodian when (x) the need therefor by the Servicer Investment Manager no longer exists or unless (yx) the Collateral Obligation File or such document has been delivered to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Related Security either judicially or non-judicially, and (y) the Servicer shall deliver Investment Manager has delivered to the Collateral Custodian a certificate executed by an Executive Officer certifying as to the name and address of the Person to which such Collateral Obligation File or such document was delivered and the purpose or purposes of such delivery, in which case the Investment Manager shall complete such return as soon as possible. Upon receipt of a certificate of the Servicer USActive 31637433.35 -147- Investment Manager substantially in the form of Exhibit F‑3F-3, with a copy to the Administrative Facility Agent and each Lender (via the Collateral Agent’s Website), stating that such Collateral Obligation was either (x) liquidated and that all amounts received or to be received in connection with such liquidation that are required to be deposited have been so deposited, or (y) sold pursuant to an Optional Sale in accordance with Section 7.10 or repurchased or substituted in accordance with Section 7.117.10, the Collateral Custodian shall within three (3) Business Days (provided that the Collateral Custodian has received such request by 12:00 p.m. (EST) and if received after 12:00 p.m. (EST), four (4) Business Days) of receipt of the Request for Release and Receipt, release to the Investment Manager, or, in connection with an Optional Sale, the requested Collateral Obligation File, and the Servicer Investment Manager will not be required to return the related Collateral Obligation File to the Collateral Custodian. (b) Notwithstanding anything to the contrary set forth herein, the Servicer Borrower shall notnot permit the Investment Manager to, without the prior written consent of the Administrative Facility Agent, request any documents (other than copies thereof) held by the Collateral Custodian if the sum of the unpaid Principal Balances of all Collateral Obligations for which the Servicer Investment Manager is then in possession of the related Collateral Obligation File or any document comprising such Collateral Obligation File (other than for Collateral Obligations then held by the Servicer Investment Manager which have been sold, repurchased, paid off or liquidated in accordance with this Agreement) (including the documents to be requested) exceeds 5% of the Adjusted Aggregate Eligible Collateral Obligation Balance. The Servicer Investment Manager may hold, and hereby acknowledges that it shall hold, any documents and all other property included in the Collateral that it may from time to time receive hereunder as custodian Collateral Custodian for the Secured Parties solely at the will of the Collateral Custodian and the Secured Parties for the sole purpose of facilitating the servicing management of the Collateral Obligations and such retention and possession shall be in a custodial capacity only. To the extent the ServicerInvestment Manager, as agent of the Collateral Custodian and the Borrower, holds any Collateral, the Servicer Borrower shall cause the Investment Manager to do so in accordance with the Servicing Investment Management Standard as such standard applies to servicers investment managers acting as custodial agent. The Servicer Borrower shall cause the Investment Manager to promptly report to the Collateral Custodian and the Administrative Facility Agent the loss by it of all or part of any Collateral Obligation File previously provided to it by the Collateral Custodian and shall promptly take appropriate action to remedy any such loss. The Servicer shall hold (in accordance with Section 9-313(c) of the UCC) all documents comprising the Collateral Obligation Files in its possession as agent of the Collateral Agent. In such custodial capacity, the Servicer Borrower shall have and cause the Investment Manager to perform the following powers and duties: (i) hold the Collateral Obligation Files and any document comprising a Collateral Obligation File that it may from time to time have in its possession receive hereunder from the Collateral Custodian for the benefit of the Collateral Custodian, on behalf of the Secured Parties, maintain accurate records pertaining to each Collateral Obligation to enable it to comply with the terms and conditions of this Agreement, and maintain a current inventory thereof; (ii) implement policies and procedures consistent with the Servicing Investment Management Standard and requirements of this Agreement so that the integrity and physical possession of such Collateral Obligation Files will be maintained; and (iii) take all other actions, in accordance with the Servicing Investment Management Standard, in connection with maintaining custody of such Collateral Obligation Files on behalf of the Collateral Agent. Acting as custodian of the Collateral Obligation Files pursuant to this Section 18.5, the Servicer agrees that it does not and will not have or assert any beneficial ownership interest in the Collateral Obligations or the Collateral Obligation Files.

Release of Collateral Obligation Files. (hha) Upon satisfaction of any of the conditions set forth in Section 12.3, the Servicer will Borrower shall cause the Investment Manager to provide an Officer’s Certificate to such effect to the Collateral Custodian (with a copy to the Collateral Agent) and shall request in writing delivery to it of the Collateral Obligation File and a copy thereof shall be sent concurrently by the Servicer Investment Manager to the Administrative Facility Agent and each Agent. Upon receipt of such certification and request, unless it receives notice to the contrary from the Administrative Facility Agent, the Collateral Custodian shall within three days Business Days release the related Collateral Obligation File to the Servicer Investment Manager and the Servicer Investment Manager will not be required to return the related Collateral Obligation File to the Collateral Custodian. (a) i. From time to time and as appropriate for the servicing management or foreclosure of any of the Collateral Obligations, including, for this purpose, collection under any insurance policy relating to the Collateral Obligations, the Collateral Custodian shall, upon receipt of a Request for Release and Receipt substantially in the form of Exhibit F‑2 from an authorized representative of the Servicer Investment Manager (as listed on Exhibit F-1, as such exhibit may be amended from time to time by the Servicer Investment Manager with notice to the Collateral Custodian, the Collateral Agent, the Administrative Facility Agent and each Lender (via the Collateral Agent’s Website)), release the related Collateral Obligation File or the documents set forth in such Request for Release and Receipt to the ServicerInvestment Manager. In the event an Unmatured Facility Termination Event, a Facility Termination Event, an Unmatured Investment Manager Event of Default or an Investment Manager Event of Default has occurred and is continuing, the Servicer Borrower shall not permit the Investment Manager to make any such request with respect to any original documents unless the Administrative Facility Agent shall have consented in writing thereto (which consent may be evidenced by an executed counterpart to such request). The Servicer Borrower shall cause the Investment Manager to return each and every original document previously requested from the Collateral Obligation File to the Collateral Custodian when (x) the need therefor by the Servicer Investment Manager no longer exists or unless (yx) the Collateral Obligation File or such document has been delivered to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Related Security either judicially or non-judicially, and (y) the Servicer shall deliver Investment Manager has delivered to the Collateral Custodian a certificate executed by an Executive Officer certifying as to the name and address of the Person to which such Collateral Obligation File or such document was delivered and the purpose or purposes of such delivery, in which case the Investment Manager shall complete such return as soon as possible. Upon receipt of a certificate of the Servicer Investment Manager substantially in the form of Exhibit F‑3, with a copy to the Administrative Facility Agent and each Lender (via the Collateral Agent’s Website), stating that such Collateral Obligation was either (x) liquidated and that all amounts received or to be received in connection with such liquidation that are required to be deposited have been so deposited, or (y) sold pursuant to an Optional Sale in accordance with Section 7.10 or repurchased or substituted in accordance with Section 7.117.10, the Collateral Custodian shall within three (3) Business Days (provided that the Collateral Custodian has received such request by 12:00 p.m. (EST) and if received after 12:00 p.m. (EST), four (4) Business Days) of receipt of release the Request for Release and ReceiptReceipt to the Investment Manager, release or, in connection with an Optional Sale, the requested Collateral Obligation File, and the Servicer Investment Manager will not be required to return the related Collateral Obligation File to the Collateral Custodian. (b) ii. Notwithstanding anything to the contrary set forth herein, the Servicer Borrower shall notnot permit the Investment Manager to, without the prior written consent of the Administrative Facility Agent, request any documents (other than copies thereof) held by the Collateral Custodian if the sum of the unpaid Principal Balances of all Collateral Obligations for which the Servicer Investment Manager is then in possession of the related Collateral Obligation File or any document comprising such Collateral Obligation File (other than for Collateral Obligations then held by the Servicer Investment Manager which have been sold, repurchased, paid off or liquidated in accordance with this Agreement) (including the documents to be requested) exceeds 5% of the Adjusted Aggregate Eligible Collateral Obligation Balance. The Servicer Investment Manager may hold, and hereby acknowledges that it shall hold, any documents and all other property included in the Collateral that it may from time to time receive hereunder as custodian Collateral Custodian for the Secured Parties solely at the will of the Collateral Custodian and the Secured Parties for the sole purpose of facilitating the servicing management of the Collateral Obligations and such retention and possession shall be in a custodial capacity only. To the extent the ServicerInvestment Manager, as agent of the Collateral Custodian and the Borrower, holds any Collateral, the Servicer Borrower shall cause the Investment Manager to do so in accordance with the Servicing Investment Management Standard as such standard applies to servicers investment managers acting as custodial agent. The Servicer Borrower shall cause the Investment Manager to promptly report to the Collateral Custodian and the Administrative Facility Agent the loss by it of all or part of any Collateral Obligation File previously provided to it by the Collateral Custodian and shall promptly take appropriate action to remedy any such loss. The Servicer shall hold (in accordance with Section 9-313(c) of the UCC) all documents comprising the Collateral Obligation Files in its possession as agent of the Collateral Agent. In such custodial capacity, the Servicer Borrower shall have and cause the Investment Manager to perform the following powers and duties: (i) 1. hold the Collateral Obligation Files and any document comprising a Collateral Obligation File that it may from time to time have in its possession receive hereunder from the Collateral Custodian for the benefit of the Collateral Custodian, on behalf of the Secured Parties, maintain accurate records pertaining to each Collateral Obligation to enable it to comply with the terms and conditions of this Agreement, and maintain a current inventory thereof; (ii) 2. implement policies and procedures consistent with the Servicing Investment Management Standard and requirements of this Agreement so that the integrity and physical possession of such Collateral Obligation Files will be maintained; and (iii) 3. take all other actions, in accordance with the Servicing Investment Management Standard, in connection with maintaining custody of such Collateral Obligation Files on behalf of the Collateral Agent. Acting as custodian of the Collateral Obligation Files pursuant to this Section 18.5, the Servicer agrees Borrower shall cause the Investment Manager to agree that it does not and will not have or assert any beneficial ownership interest in the Collateral Obligations or the Collateral Obligation Files.

Release of Collateral Obligation Files. (hha) Upon satisfaction of any of the conditions set forth in Section 12.3, the Servicer will Borrower shall cause the Investment Manager to provide an Officer’s Certificate to such effect to the Collateral Custodian (with a copy to the Collateral Agent) and shall request in writing delivery to it of the Collateral Obligation File and a copy thereof shall be sent concurrently by the Servicer Investment Manager to the Administrative Facility Agent and each Agent. Upon receipt of such certification and request, unless it receives notice to the contrary from the Administrative Facility Agent, the Collateral Custodian shall within three days Business Days release the related Collateral Obligation File to the Servicer Investment Manager and the Servicer Investment Manager will not be required to return the related Collateral Obligation File to the Collateral Custodian. (a) i. From time to time and as appropriate for the servicing management or foreclosure of any of the Collateral Obligations, including, for this purpose, collection under any insurance policy relating to the Collateral Obligations, the Collateral Custodian shall, upon receipt of a Request for Release and Receipt substantially in the form of Exhibit F‑2 from an authorized representative of the Servicer Investment Manager (as listed on Exhibit F-1, as such exhibit may be amended from time to time by the Servicer Investment Manager with notice to the Collateral Custodian, the Collateral Agent, the Administrative Facility Agent and each Lender (via the Collateral Agent’s Website)), release the related Collateral Obligation File or the documents set forth in such Request for Release and Receipt to the ServicerInvestment Manager. In the event an Unmatured Facility Termination Event, a Facility Termination Event, an Unmatured Investment Manager Event of Default or an Investment Manager Event of Default has occurred and is continuing, the Servicer Borrower shall not permit the Investment Manager to make any such request with respect to any original documents unless the Administrative Agent shall have consented in writing thereto (which consent may be evidenced by an executed counterpart to such request). The Servicer shall return each and every original document previously requested from the Collateral Obligation File to the Collateral Custodian when (x) the need therefor by the Servicer no longer exists or (y) the Collateral Obligation File or such document has been delivered to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Related Security either judicially or non-judicially, the Servicer shall deliver to the Collateral Custodian a certificate executed by an Executive Officer certifying as to the name and address of the Person to which such Collateral Obligation File or such document was delivered and the purpose or purposes of such delivery. Upon receipt of a certificate of the Servicer substantially in the form of Exhibit F‑3, with a copy to the Administrative Agent and each Lender (via the Collateral Agent’s Website), stating that such Collateral Obligation was either (x) liquidated and that all amounts received or to be received in connection with such liquidation that are required to be deposited have been so deposited, or (y) sold pursuant to an Optional Sale in accordance with Section 7.10 or repurchased or substituted in accordance with Section 7.11, the Collateral Custodian shall within three (3) Business Days (provided that the Collateral Custodian has received such request by 12:00 p.m. (EST) and if received after 12:00 p.m. (EST), four (4) Business Days) of receipt of the Request for Release and Receipt, release the requested Collateral Obligation File, and the Servicer will not be required to return the related Collateral Obligation File to the Collateral Custodian. (b) Notwithstanding anything to the contrary set forth herein, the Servicer shall not, without the prior written consent of the Administrative Agent, request any documents (other than copies thereof) held by the Collateral Custodian if the sum of the unpaid Principal Balances of all Collateral Obligations for which the Servicer is then in possession of the related Collateral Obligation File or any document comprising such Collateral Obligation File (other than for Collateral Obligations then held by the Servicer which have been sold, repurchased, paid off or liquidated in accordance with this Agreement) (including the documents to be requested) exceeds 5% of the Adjusted Aggregate Eligible Collateral Obligation Balance. The Servicer may hold, and hereby acknowledges that it shall hold, any documents and all other property included in the Collateral that it may from time to time receive hereunder as custodian for the Secured Parties solely at the will of the Collateral Custodian and the Secured Parties for the sole purpose of facilitating the servicing of the Collateral Obligations and such retention and possession shall be in a custodial capacity only. To the extent the Servicer, as agent of the Collateral Custodian and the Borrower, holds any Collateral, the Servicer shall do so in accordance with the Servicing Standard as such standard applies to servicers acting as custodial agent. The Servicer shall promptly report to the Collateral Custodian and the Administrative Agent the loss by it of all or part of any Collateral Obligation File previously provided to it by the Collateral Custodian and shall promptly take appropriate action to remedy any such loss. The Servicer shall hold (in accordance with Section 9-313(c) of the UCC) all documents comprising the Collateral Obligation Files in its possession as agent of the Collateral Agent. In such custodial capacity, the Servicer shall have and perform the following powers and duties: (i) hold the Collateral Obligation Files and any document comprising a Collateral Obligation File that it may from time to time have in its possession for the benefit of the Collateral Custodian, on behalf of the Secured Parties, maintain accurate records pertaining to each Collateral Obligation to enable it to comply with the terms and conditions of this Agreement, and maintain a current inventory thereof; (ii) implement policies and procedures consistent with the Servicing Standard and requirements of this Agreement so that the integrity and physical possession of such Collateral Obligation Files will be maintained; and (iii) take all other actions, in accordance with the Servicing Standard, in connection with maintaining custody of such Collateral Obligation Files on behalf of the Collateral Agent. Acting as custodian of the Collateral Obligation Files pursuant to this Section 18.5, the Servicer agrees that it does not and will not have or assert any beneficial ownership interest in the Collateral Obligations or the Collateral Obligation Files.original