Common use of Rule 144A Information Clause in Contracts

Rule 144A Information. For as long as any of the Certificates are “restricted securities” within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the Master Servicer that any such entity requests as being required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act. Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Underwriters, the Initial Purchasers or the Certificate Administrator shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Note, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the Custodian, the Certificate Administrator, the Underwriters or the Initial Purchasers) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, upon the request of such Certificateholder, such Certificate Owner Owner, the Paying Agent or the Certificate Administrator Luxembourg Paying Agent, as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Placement Agents, the Underwriters, the Initial Purchasers Paying Agent or the Certificate Administrator Luxembourg Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate AdministratorLuxembourg Paying Agent, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the each Master Servicer agrees to provide to the Certificate Administrator Paying Agent for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator Paying Agent, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information prepared by the such Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the applicable Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the applicable Master Servicer chooses to deliver the information directly, the Depositor, the UnderwritersPlacement Agent, the Initial Purchasers Underwriters or the Certificate Administrator Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the a Master Servicer making any report or information available upon request to any Person other than the parties hereto, the such Master Servicer may require that the recipient of such information acknowledge that the such Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agent, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer Servicers will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agent or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “restricted securities” within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act. Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Underwriters, the Initial Purchasers or the Certificate Administrator shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Note, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the Custodian, the Certificate Administrator, the Underwriters or the Initial Purchasers) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator Paying Agent, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the UnderwritersPlacement Agents, the Initial Purchasers Underwriters or the Certificate Administrator Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator Paying Agent, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the UnderwritersPlacement Agent, the Initial Purchasers Underwriters or the Certificate Administrator Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agent, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agent or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as so long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, each of the Master Servicer and the Special Servicer agrees to provide to the Certificate Administrator for delivery Trustee, which in turn shall provide to any Holder thereofHolder, any Certificate Owner therein and to any prospective purchaser or Prospective Investor of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator such Certificates, upon the request of such CertificateholderHolder, such Certificate Owner or the Certificate Administrator Prospective Investor, subject to the other provisions of this Section 8.16 and the provisions of Sections 5.4 subsections (b), (c) and (d) of Section 8.15, any information prepared by or otherwise in the possession or under the control of the Master Servicer or the Special Servicer, as the case may be, that any such entity requests as being has not already been delivered to the Trustee and that is required to be provided to such holder Holder, Certificate Owner or prospective purchaser Prospective Investor to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in subsection (a) of Section 8.15. Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of an investment in the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c)Certificates. Unless the Master Servicer or the Special Servicer chooses to deliver the information directly, the Depositor, the Underwriters, the Initial Purchasers or the Certificate Administrator Trustee shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer or the Special Servicer making any report or information available upon request to any Person other than one of the other parties hereto, the Master Servicer or the Special Servicer, as the case may be, may require that the recipient of such information acknowledge that the Master Servicer or the Special Servicer, as the case may be, may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Note, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) Underwriters and/or the Certificateholders and Certificate Owners. The Master Servicer and the Special Servicer will each be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the TrusteeDepositor, the Custodian, the Certificate Administrator, the Underwriters Trustee or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, upon the request of such Certificateholder, such Certificate Owner Owner, the Paying Agent or the Certificate Administrator Luxembourg Paying Agent, as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Placement Agents, the Underwriters, the Initial Purchasers Paying Agent or the Certificate Administrator Luxembourg Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate AdministratorLuxembourg Paying Agent, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the each Master Servicer agrees to provide to the Certificate Administrator Trustee for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Trustee upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator Trustee, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information prepared by the such Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the applicable Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the applicable Master Servicer chooses to deliver the information directly, the Depositor, the UnderwritersPlacement Agent, the Initial Purchasers Underwriters or the Certificate Administrator Trustee shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the a Master Servicer making any report or information available upon request to any Person other than the parties hereto, the such Master Servicer may require that the recipient of such information acknowledge that the such Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agent, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer Servicers will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the Custodian, the Certificate Administrator, the Underwriters Placement Agent or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Trustee or the Luxembourg Paying Agent, as applicable, for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Trustee or the Luxembourg Paying Agent, as applicable, upon the request of such Certificateholder, such Certificate Owner Owner, the Trustee or the Certificate Administrator Luxembourg Paying Agent, as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Placement Agents, the Underwriters, the Initial Purchasers Trustee or the Certificate Administrator Luxembourg Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianLuxembourg Paying Agent, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the Custodian, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “restricted securities” within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator Administrator, as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act. Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Underwriters, the Initial Purchasers or the Certificate Administrator shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Note, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the Custodian, the Certificate Administrator, the Underwriters or the Initial Purchasers) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Trustee for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Trustee, upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator Trustee, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the UnderwritersPlacement Agent, the Initial Purchasers each Underwriter or the Certificate Administrator Trustee shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPlacement Agent, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Note, the Underwriters, the Initial Purchaserseither Underwriter, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the Custodian, the Certificate Administrator, the Underwriters Placement Agent or the Initial Purchaserseach Underwriter) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, upon the request of such Certificateholder, such Certificate Owner Owner, the Paying Agent or the Certificate Administrator Luxembourg Paying Agent, as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Placement Agent, the Underwriters, the Initial Purchasers Paying Agent or the Certificate Administrator Luxembourg Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate AdministratorLuxembourg Paying Agent, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agent, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agent or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities 1933 Act, the each Master Servicer agrees to provide to the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, upon the request of such Certificateholder, such Certificate Owner Owner, the Paying Agent or the Certificate Administrator Luxembourg Paying Agent, as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the such Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities 1933 Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the applicable Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the applicable Master Servicer chooses to deliver the information directly, the Depositor, the Placement Agents, the Underwriters, the Initial Purchasers Paying Agent or the Certificate Administrator Luxembourg Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the applicable Master Servicer making any report or information available upon request to any Person other than the parties hereto, the such Master Servicer may require that the recipient of such information acknowledge that the such Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate AdministratorLuxembourg Paying Agent, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The A Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “restricted securities” within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act. Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Underwriters, the Initial Purchasers or the Certificate Administrator shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Note, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the Custodian, the Certificate Administrator, the Underwriters or the Initial Purchasers) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as so long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent, upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator Paying Agent, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the UnderwritersPlacement Agents, the Initial Purchasers Underwriters or the Certificate Administrator Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agent, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as so long as any of the Class A-X, Class E, Class F, and Class G Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Depositor, the Special Servicer and the Master Servicer agrees agree to cooperate with each other to provide to the Certificate Administrator Trustee for delivery to any Holder thereofthe Class A-X, any Certificate Owner therein Class E, Class F, and Class G Certificateholder and to any prospective purchaser of the Class A-X, Class E, Class F and Class G Certificates or beneficial interest therein reasonably designated by the Certificate Administrator such a Class A-X, Class E, Class F and Class G Certificateholder, upon the request of such CertificateholderClass A-X, such Certificate Owner Class E, Class F and Class G Certificateholder or the Certificate Administrator subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15prospective purchaser, any information prepared by the Trustee, the Depositor or the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the following: (i) this Agreement, (ii) all monthly statements to Certificateholders delivered since the Closing Date pursuant to Section 4.04(a), (iii) all annual statements as to compliance delivered pursuant to Section 3.20, (iv) all annual independent accountants' reports delivered pursuant to Section 3.21, (v) the most recent annual and quarterly financial statements received by the Master Servicer or the Special Servicer, as applicable, from each Mortgagor, (vi) the inspection reports prepared by or on behalf of the Master Servicer or the Special Servicer, as applicable, in connection with the property inspections conducted by the Master Servicer pursuant to Section 3.25 and (vii) all modifications, waivers and amendments of the terms of a Mortgage Loan entered into by the Master Servicer or the Special Servicer, as applicable; provided that only such information as is customarily -------- provided in a prospectus under the Securities Act for the offering of similar securities shall be required to be provided hereunder. In addition to the other reports and information made available and distributed to the Depositor, the Trustee or the Certificateholders pursuant to other provisions of this Agreement, the Master Servicer shall, in accordance with such reasonable rules and procedures as it may adopt (which may include the requirement that an agreement governing the availability, use and disclosure of such information, and which provides adequate indemnity to the Master Servicer, be executed to the extent the Master Servicer deems such action to be necessary or appropriate), also make available any additional information 134 relating to the Mortgage Loans, the Mortgaged Properties or the Mortgagors, for review by the Depositor, the Trustee, the Certificateholders and any other Persons to whom the Master Servicer believes such disclosure is appropriate, in each case except to the extent doing so is prohibited by applicable law or by any documents relating to a Mortgage Loan. Any recipient of information provided pursuant to this Section 8.16 11.09 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Class A-X, Class E, Class F and Class G Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c)prospective purchaser. Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Underwriters, the Initial Purchasers or the Certificate Administrator The Depositor shall be responsible for the physical delivery of the information requested pursuant to this Section 8.1611.09. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Note, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the Custodian, the Certificate Administrator, the Underwriters or the Initial Purchasers) sufficient to cover the reasonable costs and expenses of making such information available.135

Rule 144A Information. For as so long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent, upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator Paying Agent, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information 135 145 directly, the Depositor, the UnderwritersPlacement Agents, the Initial Purchasers Underwriters or the Certificate Administrator Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Noteeither Placement Agent, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, upon the request of such Certificateholder, such Certificate Owner Owner, the Paying Agent or the Certificate Administrator Luxembourg Paying Agent, as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities ccxi Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Placement Agents, the Underwriters, the Initial Purchasers Paying Agent or the Certificate Administrator Luxembourg Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate AdministratorLuxembourg Paying Agent, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Trustee for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Trustee upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator Trustee, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the UnderwritersPlacement Agent, the Initial Purchasers Underwriters or the Certificate Administrator Trustee shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the Custodian, the Certificate Administrator, the Underwriters Placement Agent or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, upon the request of such Certificateholder, such Certificate Owner Owner, the Paying Agent or the Certificate Administrator Luxembourg Paying Agent, -187- as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Placement Agents, the Underwriters, the Initial Purchasers Paying Agent or the Certificate Administrator Luxembourg Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate AdministratorLuxembourg Paying Agent, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “restricted securities” within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator Paying Agent, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the UnderwritersPlacement Agent, the Initial Purchasers Underwriters or the Certificate Administrator Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agent, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agent or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as so long as any of the Non-Registered Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, each of the Master Servicer and the Special Servicer agrees to provide to the Certificate Administrator for delivery Trustee, which in turn shall provide to any Holder thereofHolder, any Certificate Owner therein and to any prospective purchaser or Prospective Investor of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator such Certificates, upon the request of such CertificateholderHolder, such Certificate Owner or the Certificate Administrator Prospective Investor subject to the other provisions of this Section 8.16 and the provisions of Sections 5.4 subsections (b), (c) and (d) of Section 8.15, any information relating to the Mortgage Loans prepared by or otherwise in the possession or under the control of the Master Servicer or the Special Servicer, as the case may be, that any such entity requests as being has not already been delivered to the Trustee and that is required to be provided to such holder Holder, Certificate Owner or prospective purchaser Prospective Investor to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in subsection (a) of Section 8.15. The Trustee shall have no responsibility for the sufficiency under Rule 144A or any other securities laws of any available information so furnished to any person including any prospective purchaser of a Certificate or any interest therein, nor for the content or accuracy of any information so furnished which was prepared or delivered to the Trustee by another. Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of an investment in the Certificates by such Person and the Master Servicer Non-Registered Certificates. By acceptance of a Certificate, each Holder shall be permitted deemed to use the letter referred have agreed to in Section 8.15(c)this Section. Unless the Master Servicer or the Special Servicer chooses to deliver the information directly, the Depositor, the Underwriters, the Initial Purchasers or the Certificate Administrator Trustee shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer or the Special Servicer making any report or information available upon request to any Person other than the parties another party hereto, the Master Servicer or the Special Servicer, as the case may be, may require that the recipient of such information acknowledge that the Master Servicer or the Special Servicer, as the case may be, may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Note, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) Underwriter and/or the Certificateholders and Certificate Owners. The Trustee, the Master Servicer and the Special Servicer will each be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the TrusteeDepositor, the Custodian, the Certificate Administrator, the Underwriters Trustee or the Initial PurchasersUnderwriter) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, upon the request of such Certificateholder, such Certificate Owner Owner, the Paying Agent or the Certificate Administrator Luxembourg Paying Agent, as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Placement Agents, the Underwriters, the Initial Purchasers Paying Agent or the Certificate Administrator Luxembourg Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate AdministratorLuxembourg Paying Agent, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating 239 Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, upon the request of such Certificateholder, such Certificate Owner Owner, the Paying Agent or the Certificate Administrator Luxembourg Paying Agent, as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Placement Agents, the Underwriters, the Initial Purchasers Paying Agent or the Certificate Administrator Luxembourg Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate AdministratorLuxembourg Paying Agent, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating 208 Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, upon the request of such Certificateholder, such Certificate Owner Owner, the Paying Agent or the Certificate Administrator Luxembourg Paying Agent, as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any -204- information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Placement Agents, the Underwriters, the Initial Purchasers Paying Agent or the Certificate Administrator Luxembourg Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate AdministratorLuxembourg Paying Agent, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as so long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, each of the Master Servicer and the Special Servicer agrees to provide to the Certificate Administrator for delivery Trustee, which in turn shall provide to any Holder thereofHolder, any Certificate Owner therein and to any prospective purchaser or Prospective Investor of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator such Certificates, upon the request of such CertificateholderHolder, such Certificate Owner or the Certificate Administrator Prospective Investor, subject to the other provisions of this Section 8.16 and the provisions of Sections 5.4 subsections (b), (c) and (d) of Section 8.15, any information prepared by or otherwise in the possession or under the control of the Master Servicer or the Special Servicer, as the case may be, that any such entity requests as being has not already been delivered to the Trustee and that is required to be provided to such holder Holder, Certificate Owner or prospective purchaser Prospective Investor to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in subsection (a) of Section 8.15. Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of 143 an investment in the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c)Certificates. Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Underwriters, the Initial Purchasers or the Certificate Administrator The Trustee shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer or the Special Servicer making any report or information available upon request to any Person other than one of the other parties hereto, the Master Servicer or the Special Servicer, as the case may be, may require that the recipient of such information acknowledge that the Master Servicer or the Special Servicer, as the case may be, may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Note, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) Underwriters and/or the Certificateholders and Certificate Owners. The Master Servicer and the Special Servicer will each be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the TrusteeDepositor, the Custodian, the Certificate Administrator, the Underwriters Trustee or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as so long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, each of the Master Servicer and the Special Servicer agrees to provide to the Certificate Administrator for delivery Trustee, which in turn shall provide to any Holder thereofHolder, any Certificate Owner therein and to any prospective purchaser or Prospective Investor of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator such Certificates, upon the request of such CertificateholderHolder, such Certificate Owner or the Certificate Administrator Prospective Investor, subject to the other provisions of this Section 8.16 and the provisions of Sections 5.4 subsections (b), (c) and (d) of Section 8.15, any information prepared by or otherwise in the possession or under the control of the Master Servicer or the Special Servicer, as the case may be, that any such entity requests as being 120 has not already been delivered to the Trustee and that is required to be provided to such holder Holder, Certificate Owner or prospective purchaser Prospective Investor to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in subsection (a) of Section 8.15. Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of an investment in the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c)Certificates. Unless the Master Servicer or the Special Servicer chooses to deliver the information directly, the Depositor, the Underwriters, the Initial Purchasers or the Certificate Administrator Trustee shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer or the Special Servicer making any report or information available upon request to any Person other than one of the other parties hereto, the Master Servicer or the Special Servicer, as the case may be, may require that the recipient of such information acknowledge that the Master Servicer or the Special Servicer, as the case may be, may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Note, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) Underwriters and/or the Certificateholders and Certificate Owners. The Master Servicer and the Special Servicer will each be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the TrusteeDepositor, the Custodian, the Certificate Administrator, the Underwriters Trustee or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as so long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Trustee for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Trustee, upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator Trustee, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in this Section 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(e). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the UnderwritersPlacement Agents, the Initial Purchasers Underwriters or the Certificate Administrator Trustee shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Noteeither Placement Agent, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the Custodian, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as so long as any of the Non-Registered Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer and the Special Servicer agrees to provide to the Certificate Administrator for delivery Trustee, which in turn shall provide to any Holder thereofHolder, any Certificate Owner therein and to any prospective purchaser or Prospective Investor of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator such Certificates, upon the request of such CertificateholderHolder, such Certificate Owner or the Certificate Administrator Prospective Investor subject to the other provisions of this Section 8.16 and the provisions of Sections 5.4 subsections (b), (c) and (d) of Section 8.15, any information prepared by or otherwise in the possession or under the control of the Master Servicer or the Special Servicer, as the case may be, that any such entity requests as being has not already been delivered to the Trustee and that is required to be provided to such holder Holder, Certificate Owner or prospective purchaser Prospective Investor to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in subsection (a) of Section 8.15. Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of an investment in the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c)Non-Registered Certificates. Unless the Master Servicer or the Special Servicer chooses to deliver the information directly, the Depositor, the Underwriters, the Initial Purchasers or the Certificate Administrator Trustee shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer or the Special Servicer making any report or information available upon request to any Person other than the another parties hereto, the Master Servicer or the Special Servicer, as the case may be, may require that the recipient of such information acknowledge that the Master Servicer or the Special Servicer, as the case may be, may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Note, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) Underwriter and/or the Certificateholders and Certificate Owners. The Master Servicer and the Special Servicer will each be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the TrusteeDepositor, the Custodian, the Certificate Administrator, the Underwriters Trustee or the Initial PurchasersUnderwriter) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, for delivery to any Holder thereof, any Certificate Owner therein and to any prospective 188 purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, upon the request of such Certificateholder, such Certificate Owner Owner, the Paying Agent or the Certificate Administrator Luxembourg Paying Agent, as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Placement Agents, the Underwriters, the Initial Purchasers Paying Agent or the Certificate Administrator Luxembourg Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate AdministratorLuxembourg Paying Agent, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent or the Luxembourg Paying Agent, as applicable, upon the request of such Certificateholder, such Certificate Owner Owner, the Paying Agent or the Certificate Administrator Luxembourg Paying Agent, as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information -165- prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Placement Agents, the Underwriters, the Initial Purchasers Paying Agent or the Certificate Administrator Luxembourg Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate AdministratorLuxembourg Paying Agent, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Paying Agent for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Paying Agent, upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator Paying Agent, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the UnderwritersPlacement Agent, the Initial Purchasers Underwriters or the Certificate Administrator Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agents, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the CustodianPaying Agent, the Certificate Administrator, the Underwriters Placement Agent or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Trustee or the Luxembourg Paying Agent, as applicable, for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Trustee or the Luxembourg Paying Agent, as applicable, upon the request of such Certificateholder, such Certificate Owner Owner, the Trustee or the Certificate Administrator Luxembourg Paying Agent, as applicable, subject to this Section 8.16 and the provisions of Sections 5.4 and 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the Placement Agent, the Underwriters, the Initial Purchasers Trustee or the Certificate Administrator Luxembourg Paying Agent shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust AdvisorOperating Adviser, the SellersLuxembourg Paying Agent, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B NotePlacement Agent, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the Custodian, the Certificate Administrator, the Underwriters Placement Agent or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.

Rule 144A Information. For as long as any of the Certificates are “"restricted securities” " within the meaning of Rule 144A under the Securities Act, the Master Servicer agrees to provide to the Certificate Administrator Trustee for delivery to any Holder thereof, any Certificate Owner therein and to any prospective purchaser of the Certificates or beneficial interest therein reasonably designated by the Certificate Administrator Trustee, upon the request of such Certificateholder, such Certificate Owner or the Certificate Administrator Trustee, subject to this Section 8.16 and the provisions of Sections 5.4 and Section 8.15, any information prepared by the Master Servicer that any such entity requests as being is required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act, including, without limitation, copies of the reports and information described in Sections 8.15(a) and (b). Any recipient of information provided pursuant to this Section 8.16 shall agree that such information shall not be disclosed or used for any purpose other than the evaluation of the Certificates by such Person and the Master Servicer shall be permitted to use the letter referred to in Section 8.15(c8.15(d). Unless the Master Servicer chooses to deliver the information directly, the Depositor, the UnderwritersPlacement Agents, the Initial Purchasers Underwriters or the Certificate Administrator Trustee shall be responsible for the physical delivery of the information requested pursuant to this Section 8.16. As a condition to the Master Servicer making any report or information available upon request to any Person other than the parties hereto, the Master Servicer may require that the recipient of such information acknowledge that the Master Servicer may contemporaneously provide such information to the Depositor, the Trustee, the Custodian, the Certificate Administrator, the Special Servicer, the Trust Advisor, the Sellers, the Controlling Class Representative, the holder of a Serviced Companion Loan, the holder of a B Noteeither Placement Agent, the Underwriters, the Initial Purchasers, any Rating Agency (subject to Section 5.7) and/or the Certificateholders and Certificate Owners. The Master Servicer will be permitted to require payment of a sum to be paid by the requesting party (other than the Depositor, the Rating Agencies, the Trustee, the Custodian, the Certificate Administrator, the Underwriters Placement Agents or the Initial PurchasersUnderwriters) sufficient to cover the reasonable costs and expenses of making such information available.