Common use of Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer Clause in Contracts

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Loan and any Foreclosed Property solely on behalf of the Trust and the Companion Loan Holders, in the best interest of, and for the benefit of, the Trust Interest Owners and the Companion Loan Holders, as a collective whole as if such Trust Interest Owners and such Companion Loan Holders constituted one lender (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers in servicing mortgage loans and administering foreclosed properties, and (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that it owns or for foreclosed or other similarly situated properties it services and manages, in either case exercising reasonable business judgment, acting in accordance with applicable laws; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan or, if the Mortgage Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Loan to the Trust Interest Owners and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners and the Companion Loan Holders constituted a single lender) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; and (iii) without regard to:

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Subject to Section 2.8(c), the Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Loan (and any the Companion Loans) and administer Foreclosed Property solely on behalf of the Trust and the Companion Loan Holders, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Companion Loan Holders, Holders as a collective whole as if such Trust Interest Owners Certificateholders and such Companion Loan Holders constituted one lender (taking into account the subordination of the Trust B Notes to the A Notes) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and the Loan Documents and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for other third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage their own loans and administering their own foreclosed properties, and or (b) the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that it owns or for foreclosed or other similarly situated properties it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawsadministers; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan and the Companion Loans or, if the Mortgage Loan or any Companion Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners such Certificateholders and the Companion Loan Holders constituted a single lenderone lender (taking into account the interests of each of the holders of the Notes and the subordination of the Trust B Notes to the A Notes) on a net present value basis and (b) the Borrower Reimbursable any Trust Fund Expenses and, any other fees that are reimbursable or expenses and any other amounts due payable by the Borrower under the Mortgage Loan; Loan Documents and (iii) without regard to any conflict of interest arising from: (A) any relationship that the Servicer or the Special Servicer or any Affiliate thereof may have with any Borrower Affiliate, the Mortgage Loan Sellers, any Companion Loan Holders, the RR Interest Owners the Depositor or any of their respective Affiliates; (B) the ownership of any Certificate or any Companion Loan or any interest in any Companion Loan by the Servicer or the Special Servicer or by any Affiliate thereof (including any Companion Loan Securities); (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any Affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or properties by the Servicer or the Special Servicer, as applicable, or any of their affiliates. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through (in the case of the Servicer) one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Whole Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s and the Certificate Administrator’s prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s or the Certificate Administrator’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to:, and which actually does cause, the Trustee or the Certificate Administrator to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Mortgage Loan or the Companion Loans. In connection with any ground lease, the Servicer shall promptly, and in any event within 60 days following the later of receipt of the applicable ground lease and the Closing Date, notify the related ground lessor of the transfer of the Mortgage Loan to the Trust Fund pursuant to this Agreement and inform such ground lessor that any notices of default under such ground lease should thereafter be forwarded to the Servicer. Except as otherwise expressly set forth in this Agreement, Xxxxx Fargo, acting in any particular capacity hereunder will not be deemed to be imputed with knowledge of (a) Xxxxx Fargo, acting in a capacity that is unrelated to the transactions contemplated by this Agreement, or (b) Xxxxx Fargo, acting in any other capacity hereunder, except, in the case of either clause (a) or

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer (other than during the continuance of a Special Servicing Loan Event) and the Special Servicer, as Servicer (during the case may becontinuance of a Special Servicing Loan Event), each as an independent contractor, shall service and administer the Mortgage Loan and any administer Foreclosed Property solely on behalf of the Trust and the Companion Loan HoldersFund, in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan Holders, Holders as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the subordinate nature of the B-Note) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and the Loan Documents and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for other third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage their own loans and administering their own foreclosed properties, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawsadministers; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan or, with respect to the Special Servicer, if the Mortgage Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lender) (taking into account the subordinate nature of the B-Note) on a net present value basis and (b) the Loan Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Loan Borrower, the Sponsor, the Depositor, any Companion Loan Holders or any of their respective affiliates; (B) the ownership of any Certificate (or Companion Loan) or any interest in Companion Loan by the Servicer or Special Servicer or by any affiliate of the Servicer or the Special Servicer; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Trust Loan and the Companion Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney (in the form of either Exhibit N-1 or Exhibit N-2, as applicable, hereto or such other form that is reasonably acceptable to the Servicer or the Special Servicer, as applicable, and to the Trustee) and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer, including all reasonable costs, expenses, losses and liabilities incurred by the Trustee in bringing any type of suit or action against the Servicer or the Special Servicer, as applicable, in a court of law or in any other forum) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Trust Loan and the Companion Loan. The parties hereto acknowledge that the Mortgage Loan is subject to the terms and conditions of the Co-Lender Agreement and recognize the respective rights and obligations of the Trust, as holder of the Trust Loan, and of the Companion Loan Holders under the Co-Lender Agreement, including: (i) with respect to the allocation of collections on or in respect of the Mortgage Loan, and the making of remittances, to the Trust, as holder of the Trust Loan, and to the Companion Loan Holders; (ii) with respect to the allocation of expenses and losses relating to the Mortgage Loan to the Trust, as holder of the Trust Loan, and to the Companion Loan Holders and (iii) to the extent provided for under the Co-Lender Agreement, the consultation rights of the Companion Loan Holders. With respect to the Mortgage Loan, the Servicer (if the Mortgage Loan is not a Specially Serviced Loan) or the Special Servicer (if the Mortgage Loan has become a Specially Serviced Loan or any Property has been converted to a Foreclosed Property) shall prepare and provide to each Companion Loan Holder all notices, reports, statements and communications to be delivered by the holder of the Trust Loan under the Co-Lender Agreement, and shall perform all duties and obligations to be performed by a servicer and perform all servicing related duties and obligations to be performed by the holder of the Trust Loan pursuant to the Co-Lender Agreement. In the event of any conflict between this Agreement and the Co-Lender Agreement, the terms of the Co-Lender Agreement shall control with respect to the Mortgage Loan. Notwithstanding anything to the contrary herein, at no time shall the Servicer or the Trustee be required to make any advance of delinquent scheduled monthly payments of principal or interest with respect to the Companion Loan. To the extent required under the Loan Documents or the Co-Lender Agreement, the Servicer shall, on behalf of the Loan Lender, maintain a note register for the Mortgage Loan in accordance with the Loan Documents or the Co-Lender Agreement. The Sponsor is the initial and sole holder of the Companion Loan as of the Closing Date, and notices regarding such ownership shall be addressed to the Sponsor at the address set forth in Section 10.4.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Whole Loan and administer any Foreclosed Property solely on behalf of the Trust and the Companion Loan Holders, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Companion Loan Holders, as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the relative subordination of the Trust A-B Note) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, Agreement and the Mortgage terms of the Loan Documents, Documents and the Co-Lender Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that it owns or for foreclosed or other similarly situated properties it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, if the Mortgage Whole Loan comes into and and, with respect to the Special Servicer only, continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole whole, as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lender) (taking into consideration the relative subordination of the Trust A-B Note) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Borrower, the Loan Seller, any Companion Loan Holder, the Depositor or any of their respective affiliates; (B) the ownership of any Certificate or any interest in a Companion Loan by the Servicer or the Special Servicer or by any affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other mortgage loans or mortgaged property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Whole Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney, as set out in Exhibit Q, or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s and the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s or the Certificate Administrator’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee or the Certificate Administrator to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Whole Loan.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer (other than during the continuance of a Special Servicing Loan Event) and the Special Servicer, as Servicer (during the case may becontinuance of a Special Servicing Loan Event), each as an independent contractor, shall service and administer the Mortgage Whole Loan and any administer Foreclosed Property Properties solely on behalf of the Trust and the Companion Loan HoldersFund, in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan Holders, Holders as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the subordinate nature of the B-Notes) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and the Loan Documents and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for other third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage their own loans and administering their own foreclosed properties, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawsadministers; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, with respect to the Special Servicer, if the Mortgage Whole Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lender) (taking into account the subordinate nature of the B-Notes) on a net present value basis and (b) the Loan Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Loan Borrowers, a Mezzanine Lender, the Loan Sellers, the Depositor, any Companion Loan Holders or any of their respective affiliates; (B) the ownership of any Certificate (or Companion Loan) or any interest in Companion Loan or any Mezzanine Loan by the Servicer or Special Servicer or by any affiliate of the Servicer or the Special Servicer; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Trust Loan and the Companion Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney (substantially in the form of Exhibit N hereto) and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Trust Loan and the Companion Loans. The Servicer hereby covenants and agrees that it will not act as special servicer with respect to a Mezzanine Loan or any interest in a Mezzanine Loan. The Special Servicer hereby covenants and agrees that it will not act as the servicer or special servicer with respect to a Mezzanine Loan or any interest in a Mezzanine Loan.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Loan and any Foreclosed Property solely on behalf of the Trust and the Companion Loan HoldersHolder(s), in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan HoldersHolder(s), as a collective whole as if such Trust Interest Owners Certificateholders and such Companion Loan Holders Holder(s) constituted one lender (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement Agreement, any related mezzanine intercreditor agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers in servicing mortgage loans and administering foreclosed properties, and (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that it owns or for foreclosed or other similarly situated properties it services and manages, in either case exercising reasonable business judgment, acting in accordance with applicable laws; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan or, if the Mortgage Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders Holder(s) (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders Holder(s) constituted a single lender) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; and (iii) without regard to:

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Loan and any Foreclosed Property solely on behalf of the Trust and the Senior Pari Passu Companion Loan Holders, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Senior Pari Passu Companion Loan Holders, as a collective whole as if such Trust Interest Owners Certificateholders and such the Senior Pari Passu Companion Loan Holders constituted one lender (taking into account the subordinate nature of the Trust B Notes) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and the Loan Documents and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties which it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan or, if the Mortgage Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Loan to the Trust Interest Owners Certificateholders and the Senior Pari Passu Companion Loan Holders (as a collective whole whole, as if the Trust Interest Owners Certificateholders and the Senior Pari Passu Companion Loan Holders constituted a single lender) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Borrower, the Loan Sellers, the Senior Pari Passu Companion Loan Holders, the Depositor or any of their respective affiliates; (B) the ownership of any Certificate or any Senior Pari Passu Companion Loan by the Servicer or the Special Servicer or by any affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other mortgage loans or mortgaged property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Mortgage Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney (substantially in the form of Exhibit W hereto) or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder. The Trustee shall not be held liable for any misuse of any such power of attorney or such other documents by the Servicer or Special Servicer, as applicable. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s and the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s or the Certificate Administrator’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee or the Certificate Administrator to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Mortgage Loan. Except as otherwise expressly set forth in this Agreement, Xxxxx Fargo Bank, National Association acting in any particular capacity hereunder will not be deemed to be imputed with knowledge of (a) Xxxxx Fargo Bank, National Association, acting in a capacity that is unrelated to the transactions contemplated by this Agreement, or (b) Xxxxx Fargo Bank, National Association, acting in any other capacity hereunder, except, in the case of either clause (a) or clause (b), where some or all of the obligations performed in such capacities are performed by one or more employees within the same group or division of Xxxxx Fargo Bank, National Association, or where the groups or divisions responsible for performing the obligations in such capacities have one or more of the same Responsible Officers, provided in any event, however, the knowledge of employees performing special servicing functions shall not be imputed to employees performing master servicing functions, and the knowledge of employees performing master servicing functions shall not be imputed to employees performing special servicing functions.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Loan and administer any Foreclosed REO Property solely on behalf of the Trust Fund and the Companion Loan Holders, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Companion Loan Holders, Holders as a collective whole as if such (taking into account the subordination of the Trust Interest Owners and such Companion Loan Holders constituted one lender B Note to the A Notes) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties which it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan or, if the Mortgage Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if (taking into account the subordination of the Trust Interest Owners and B Note to the Companion Loan Holders constituted a single lenderA Notes) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Trust Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Borrower, the Trust Loan Seller, the Depositor, the Companion Loan Holders or any of their respective affiliates; (B) the ownership of any Certificate (or any Companion Loan or any interest in a Companion Loan (including without limitation any Companion Loan Securitization) or other indebtedness secured by the Property or any certificate backed by a Companion Loan) by the Servicer or the Special Servicer or by any affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other mortgage loans or mortgaged property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Trust Loan and the Companion Loans in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectability of the Trust Loan and the Companion Loans. The parties hereto acknowledge and agree that the Servicer and the Special Servicer are each acting as independent contractor, and not as agent, for the Trustee and the Certificate Administrator.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Whole Loan and administer any Foreclosed Property solely on behalf of the Trust Fund and the Companion Loan Holders, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Companion Loan Holders, as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the relative subordination of the Trust A-B Note and the Non-Trust B Note) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, Agreement and the Mortgage terms of the Loan Documents, Documents and the Co-Lender Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties which it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, if the Mortgage Whole Loan comes into and and, with respect to the Special Servicer only, continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole whole, as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lenderlender)(taking into consideration the relative subordination of the Trust A-B Note and the Non-Trust B Note) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Borrower, the Loan Seller, any Companion Loan Holder, the Depositor or any of their respective affiliates; (B) the ownership of any Certificate or any interest in the Companion Loans by the Servicer or the Special Servicer or by any affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other mortgage loans or mortgaged property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Whole Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney, as set out in Exhibit Q, or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s and the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s or the Certificate Administrator’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee or the Certificate Administrator to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Whole Loan.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Loan and administer any Foreclosed Property solely on behalf of the Trust and the Senior Pari Passu Companion Loan Holders, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Senior Pari Passu Companion Loan Holders, as a collective whole as if such Trust Interest Owners Certificateholders and such the Senior Pari Passu Companion Loan Holders constituted one lender (taking into account the subordinate nature of the Trust B Notes) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and the Loan Documents and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties which it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan or, if the Mortgage Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Loan to the Trust Interest Owners Certificateholders and the Senior Pari Passu Companion Loan Holders (as a collective whole whole, as if the Trust Interest Owners Certificateholders and the Senior Pari Passu Companion Loan Holders constituted a single lender) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Borrower, the Loan Sellers, any Senior Pari Passu Companion Loan Holder or any of their respective affiliates; (B) the ownership of any Certificate, any Senior Pari Passu Companion Loan or any interest in a Senior Pari Passu Companion Loan by the Servicer or the Special Servicer or by any affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other mortgage loans or mortgaged property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Mortgage Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney (substantially in the form of Exhibit W hereto) or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder. The Trustee shall not be held liable for any misuse of any such power of attorney or such other documents by the Servicer or Special Servicer, as applicable. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s and the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s or the Certificate Administrator’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee or the Certificate Administrator to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Mortgage Loan.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer (other than during the continuance of a Special Servicing Loan Event) and the Special Servicer, as Servicer (during the case may becontinuance of a Special Servicing Loan Event), each as an independent contractor, shall service and administer the Mortgage Loan and any administer Foreclosed Property solely on behalf of the Trust and the Companion Loan HoldersFund, in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan Holders, Holders as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the subordinate nature of the B-Note) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and the Loan Documents and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for other third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage their own loans and administering their own foreclosed properties, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawsadministers; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan or, with respect to the Special Servicer, if the Mortgage Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lender) (taking into account the subordinate nature of the B-Note) on a net present value basis and (b) the Loan Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Loan and (iii) without regard to:

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer (other than during the continuance of a Special Servicing Loan Event) and the Special Servicer, as Servicer (during the case may becontinuance of a Special Servicing Loan Event), each as an independent contractor, shall service and administer the Mortgage Whole Loan and any administer Foreclosed Property solely on behalf of the Trust and the Companion Loan HoldersFund, in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan Holders, Holders as a collective whole as if such Trust Interest Owners Certificateholders and such Companion Loan Holders constituted one lender (taking into account that the B Notes are junior to the A Notes) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and the Loan Documents and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for other third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage their own loans and administering their own foreclosed properties, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawsadministers; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, with respect to the Special Servicer, if the Mortgage Whole Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lender) (taking into account that the B Notes are junior to the A Notes) on a net present value basis and (b) the Loan Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Loan Borrower, the Loan Sellers, the Depositor, any Companion Loan Holders or any of their respective affiliates; (B) the ownership of any Certificate (or Companion Loan) or any interest in any Companion Loan or any mezzanine loan related to the Trust Loan by the Servicer or Special Servicer or by any affiliate of the Servicer or the Special Servicer; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Trust Loan and the Companion Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney (substantially in the form of Exhibit N hereto) and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Trust Loan and the Companion Loans.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Loan and any Foreclosed Property solely on behalf of the Trust and the Companion Loan HoldersHolder(s), in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan HoldersHolder(s), as a collective whole as if such Trust Interest Owners Certificateholders and such Companion Loan Holders Holder(s) constituted one lender (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement Agreement, any related mezzanine intercreditor agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers in servicing mortgage loans and administering foreclosed properties, and (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that it owns or for foreclosed or other similarly situated properties it services and manages, in either case exercising reasonable business judgment, acting in accordance with applicable laws; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan or, if the Mortgage Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders Holder(s) (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders Holder(s) constituted a single lender) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any Affiliate thereof may have with any Borrower Restricted Party, any Loan Seller, the Depositor, any Companion Loan Holder or any of their respective Affiliates; (B) the ownership of any Certificate, Companion Loan or any mezzanine loan or any interest in any Companion Loan or any mezzanine loan by the Servicer or the Special Servicer or by any Affiliate of the Servicer or the Special Servicer; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any Affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or property by the Servicer or the Special Servicer. Subject to Accepted Servicing Practices and the terms of this Agreement and the Mortgage Loan Documents, the Co-Lender Agreement and any related mezzanine intercreditor agreement, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Mortgage Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable the Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer, as applicable) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s or the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as the Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectability of the Mortgage Loan. No provision of this Agreement shall be construed to impose liability on the Servicer or the Special Servicer for the reason (unless the Servicer or the Special Servicer did not act in accordance with Accepted Servicing Practices) that any recovery to the Certificateholders in respect of the Mortgage Loan at any time after a determination of present value recovery is made by the Servicer or the Special Servicer under this Agreement is less than the amount reflected in such determination. As soon as reasonably practicable following the Closing Date, but no later than 30 days following the Closing Date, the Loan Sellers are required, pursuant to their respective Trust Loan Purchase Agreements, to deliver to the Servicer copies of notices delivered by or on behalf of the Loan Sellers regarding the transfer of the Mortgage Loan to the Trust or the Trustee on its behalf (including, without limitation, any notice to the related ground lessor of each Ground Lease). In addition, if the Servicer or the Special Servicer receives any modification of any Ground Lease or any documents evidencing the termination of any Ground Lease, the Servicer or the Special Servicer, as applicable, shall provide such modification or documents to each other and to the 17g-5 Information Provider, which the 17g-5 Information Provider shall post on the 17g-5 Information Provider’s Website. The parties hereto acknowledge and agree that the Servicer and the Special Servicer are each acting as independent contractors and not as agents for the Trustee and/or the Certificate Administrator.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Whole Loan and administer any Foreclosed Property solely on behalf of the Trust Fund and the Companion Loan Holders, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Companion Loan Holders, as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the relative subordination of the Trust A-B Note and the Non-Trust B Notes) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, Agreement and the Mortgage terms of the Loan Documents, Documents and the Co-Lender Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties which it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, if the Mortgage Whole Loan comes into and and, with respect to the Special Servicer only, continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole whole, as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lenderlender)(taking into consideration the relative subordination of the Trust A-B Note and the Non-Trust B Note) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Borrower, the Loan Seller, any Companion Loan Holder or any of their respective affiliates; (B) the ownership of any Certificate or any interest in the Companion Loans by the Servicer or the Special Servicer or by any affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other mortgage loans or mortgaged property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Whole Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney, as set out in Exhibit Q, or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s and the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s or the Certificate Administrator’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee or the Certificate Administrator to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Whole Loan.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer (other than during the continuance of a Special Servicing Loan Event) and the Special Servicer, as Servicer (during the case may becontinuance of a Special Servicing Loan Event), each as an independent contractor, shall service and administer the Mortgage Whole Loan and any administer Foreclosed Property Properties solely on behalf of the Trust and the Companion Loan HoldersFund, in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan Holders, Holders as a collective whole as if such Trust Interest Owners Certificateholders and such Companion Loan Holders constituted one lender (taking into account that Note B is junior to the A Notes) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and the Loan Documents and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for other third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage their own loans and administering their own foreclosed properties, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawsadministers; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, with respect to the Special Servicer, if the Mortgage Whole Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lender) (taking into account that Note B is junior to the A Notes) on a net present value basis and (b) the Loan Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Loan Borrowers, the Loan Seller, the Depositor, any Companion Loan Holders or any of their respective affiliates; (B) the ownership of any Certificate (or Companion Loan) or any interest in any Companion Loan or any mezzanine loan related to the Trust Loan by the Servicer or Special Servicer or by any affiliate of the Servicer or the Special Servicer; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement, the Intercreditor Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Trust Loan and the Companion Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney (substantially in the form of Exhibit N hereto) and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Trust Loan and the Companion Loans. Except as otherwise expressly set forth in this Agreement, Xxxxx Fargo Bank, National Association acting in any particular capacity hereunder will not be deemed to be imputed with knowledge of (a) Xxxxx Fargo Bank, National Association, acting in a capacity that is unrelated to the transactions contemplated by this Agreement, or (b) Xxxxx Fargo Bank, National Association, acting in any other capacity hereunder, except, in the case of either clause (a) or clause (b), where some or all of the obligations performed in such capacities are performed by one or more employees within the same group or division of Xxxxx Fargo Bank, National Association, or where the groups or divisions responsible for performing the obligations in such capacities have one or more of the same Responsible Officers; provided, however, the knowledge of employees performing special servicing functions shall not be imputed to employees performing master servicing functions, and the knowledge of employees performing master servicing functions shall not be imputed to employees performing special servicing functions.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Whole Loan and administer any Foreclosed Property solely on behalf of the Trust Fund and the Companion Loan Holders, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Companion Loan Holders, as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the relative subordination of the Trust B Notes) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, Agreement and the Mortgage terms of the Loan Documents, Documents and the Co-Lender Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties which it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, if the Mortgage Whole Loan comes into and and, with respect to the Special Servicer only, continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole whole, as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lenderlender)(taking into consideration the relative subordination of the Trust B Notes) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Borrower, any Loan Seller, any RR Interest Holder, any Companion Loan Holder, the Depositor or any of their respective affiliates; (B) the ownership of any Certificate or any interest in the Companion Loans (including any Companion Loan Securities) by the Servicer or the Special Servicer or by any affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Whole Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney, as set out in Exhibit P, or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s and the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s or the Certificate Administrator’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee or the Certificate Administrator to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectability of the Whole Loan.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Whole Loan and administer any Foreclosed Property solely on behalf of the Trust Fund and the Companion Loan Holders, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Companion Loan Holders, as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the relative subordination of the Trust A-B Notes) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, Agreement and the Mortgage terms of the Loan Documents, Documents and the Co-Lender Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties which it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, if the Mortgage Whole Loan comes into and and, with respect to the Special Servicer only, continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole whole, as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lenderlender)(taking into consideration the relative subordination of the Trust A-B Notes) on a net present value basis and (b) the Borrower Reimbursable payment of Trust Fund Expenses and, any other fees that are reimbursable or expenses and any other amounts due payable by the Borrower under the Mortgage Loan; Loan Agreement and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Borrower, the Mezzanine Lender, any Loan Seller, any Companion Loan Holder or any of their respective affiliates; (B) the ownership of any Certificate or any interest in the Companion Loans or a Mezzanine Loan by the Servicer or the Special Servicer or by any affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other mortgage loans or mortgaged property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Whole Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney, as set out in Exhibit Q or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s and the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s or the Certificate Administrator’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee or the Certificate Administrator to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Whole Loan. Except as otherwise expressly set forth in this Agreement, Xxxxx Fargo Bank, National Association, acting in any particular capacity hereunder will not be deemed to be imputed with knowledge of (a) Xxxxx Fargo Bank, National Association, acting in a capacity that is unrelated to the transactions contemplated by this Agreement, or (b) Xxxxx Fargo Bank, National Association, acting in any other capacity hereunder, except, in the case of either clause (a) or clause (b), where some or all of the obligations performed in such capacities are performed by one or more employees within the same group or division of Xxxxx Fargo Bank, National Association, or where the groups or divisions responsible for performing the obligations in such capacities have one or more of the same Responsible Officers. With respect to any amounts received on the Whole Loan to which a Companion Loan is entitled pursuant to the Co-Lender Agreement, the Servicer shall remit such funds to the applicable Companion Loan Holder in the manner and time frame set forth in the Co-Lender Agreement.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Whole Loan and administer any Foreclosed Property solely on behalf of the Trust Fund and the Companion Loan Holders, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Companion Loan Holders, as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the relative subordination of the Trust A-B Note and the Non-Trust B Notes) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, Agreement and the Mortgage terms of the Loan Documents, Documents and the Co-Lender Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties which it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, if the Mortgage Whole Loan comes into and and, with respect to the Special Servicer only, continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole whole, as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lenderlender)(taking into consideration the relative subordination of the Trust A-B Note and the Non-Trust B Notes) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to:

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer (other than during the continuance of a Special Servicing Loan Event) and the Special Servicer, as Servicer (during the case may becontinuance of a Special Servicing Loan Event), each as an independent contractor, shall service and administer the Mortgage Whole Loan and any administer Foreclosed Property solely on behalf of the Trust and the Companion Loan HoldersFund, in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan Holders, Holders as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the subordinate nature of the B-Note) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and the Loan Documents and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for other third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage their own loans and administering their own foreclosed properties, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawsadministers; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, with respect to the Special Servicer, if the Mortgage Whole Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lender) (taking into account the subordinate nature of the B-Note) on a net present value basis and (b) the Loan Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Loan Borrower, the Sponsor, the Depositor, any Companion Loan Holders or any of their respective affiliates; (B) the ownership of any Certificate (or Companion Loan) or any interest in Companion Loan by the Servicer or Special Servicer or by any affiliate of the Servicer or the Special Servicer; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Trust Loan and the Companion Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney (substantially in the form of Exhibit N hereto or such other form that is reasonably acceptable to the Servicer or the Special Servicer, as applicable, and to the Trustee) and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Trust Loan and the Companion Loans.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer (other than during the continuance of a Special Servicing Loan Event) and the Special Servicer, as Servicer (during the case may becontinuance of a Special Servicing Loan Event), each as an independent contractor, shall service and administer the Mortgage Whole Loan and any administer Foreclosed Property Properties solely on behalf of the Trust and the Companion Loan HoldersFund, in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan Holders, Holders as a collective whole as if such Trust Interest Owners Certificateholders and such Companion Loan Holders constituted one lender (taking into account that Note B is junior to the A Notes) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and the Loan Documents and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for other third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage their own loans and administering their own foreclosed properties, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawsadministers; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, with respect to the Special Servicer, if the Mortgage Whole Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lender) (taking into account that Note B is junior to the A Notes) on a net present value basis and (b) the Loan Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Loan Borrower, the Loan Seller, the Depositor, any Companion Loan Holders or any of their respective affiliates; (B) the ownership of any Certificate (or Companion Loan) or any interest in any Companion Loan or any mezzanine loan related to the Trust Loan by the Servicer or Special Servicer or by any affiliate of the Servicer or the Special Servicer; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Trust Loan and the Companion Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney (substantially in the form of Exhibit N hereto) and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Trust Loan and the Companion Loans.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Loan and any Foreclosed Property solely on behalf of the Trust and the Companion Loan HoldersHolder(s), in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan HoldersHolder(s), as a collective whole as if such Trust Interest Owners Certificateholders and such Companion Loan Holders Holder(s) constituted one lender (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement Agreement, any related mezzanine intercreditor agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers in servicing mortgage loans and administering foreclosed properties, and (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that it owns or for foreclosed or other similarly situated properties it services and manages, in either case exercising reasonable business judgment, acting in accordance with applicable laws; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan or, if the Mortgage Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders Holder(s) (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders Holder(s) constituted a single lender) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any Affiliate thereof may have with any Borrower Restricted Party, the Loan Seller, the Depositor, any Companion Loan Holder or any of their respective Affiliates; (B) the ownership of any Certificate, Companion Loan or any mezzanine loan or any interest in any Companion Loan or any mezzanine loan by the Servicer or the Special Servicer or by any Affiliate of the Servicer or the Special Servicer; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any Affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or property by the Servicer or the Special Servicer. Subject to Accepted Servicing Practices and the terms of this Agreement and the Mortgage Loan Documents and the Mezzanine Intercreditor Agreement, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Mortgage Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable the Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer, as applicable) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s or the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as the Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectability of the Mortgage Loan. No provision of this Agreement shall be construed to impose liability on the Servicer or the Special Servicer for the reason (unless the Servicer or the Special Servicer did not act in accordance with Accepted Servicing Practices) that any recovery to the Certificateholders in respect of the Mortgage Loan at any time after a determination of present value recovery is made by the Servicer or the Special Servicer under this Agreement is less than the amount reflected in such determination. As soon as reasonably practicable following the Closing Date, but no later than 30 days following the Closing Date, the Loan Seller is required, pursuant to the Trust Loan Purchase Agreement, to deliver to the Servicer copies of notices delivered by or on behalf of the Loan Seller regarding the transfer of the Mortgage Loan to the Trust or the Trustee on its behalf. The parties hereto acknowledge and agree that the Servicer and the Special Servicer are each acting as independent contractors and not as agents for the Trustee and/or the Certificate Administrator.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Whole Loan and administer any Foreclosed Property solely on behalf of the Trust Fund and the Companion Loan Holders, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Companion Loan Holders, as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the relative subordination of the Trust B Note) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, Agreement and the Mortgage terms of the Loan Documents, Documents and the Co-Lender Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties which it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, if the Mortgage Whole Loan comes into and and, with respect to the Special Servicer only, continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole whole, as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lenderlender)(taking into consideration the relative subordination of the Trust B Note) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Borrower, the Mezzanine Lender, the Loan Seller, any Companion Loan Holder or any of their respective affiliates; (B) the ownership of any Certificate or any interest in the Companion Loan or the Mezzanine Loan by the Servicer or the Special Servicer or by any affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other mortgage loans or mortgaged property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Whole Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney, as set out in Exhibit Q, or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s and the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s or the Certificate Administrator’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee or the Certificate Administrator to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Whole Loan. Except as otherwise expressly set forth in this Agreement, Wxxxx Fargo Bank, National Association, acting in any particular capacity hereunder will not be deemed to be imputed with knowledge of (a) Wxxxx Fargo Bank, National Association, acting in a capacity that is unrelated to the transactions contemplated by this Agreement, or (b) Wxxxx Fargo Bank, National Association, acting in any other capacity hereunder, except, in the case of either clause (a) or clause (b), where some or all of the obligations performed in such capacities are performed by one or more employees within the same group or division of Wxxxx Fargo Bank, National Association, or where the groups or divisions responsible for performing the obligations in such capacities have one or more of the same Responsible Officers. With respect to any amounts received on the Whole Loan to which the Companion Loan is entitled pursuant to the Co-Lender Agreement, the Servicer shall remit such funds to the Companion Loan Holder in the manner and time frame set forth in the Co-Lender Agreement.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Loan and any Foreclosed Property solely on behalf of the Trust and the Companion Loan HoldersHolder(s), in the best interest of, and for the benefit of, the Trust Interest Owners and the Companion Loan HoldersHolder(s), as a collective whole as if such Trust Interest Owners and such Companion Loan Holders Holder(s) constituted one lender (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and any related mezzanine intercreditor agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers in servicing mortgage loans and administering foreclosed properties, and (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that it owns or for foreclosed or other similarly situated properties it services and manages, in either case exercising reasonable business judgment, acting in accordance with applicable laws; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan or, if the Mortgage Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Loan to the Trust Interest Owners and the Companion Loan Holders Holder(s) (as a collective whole as if the Trust Interest Owners and the Companion Loan Holders Holder(s) constituted a single lender) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any Affiliate thereof may have with any Borrower Restricted Party, any Loan Seller, the Depositor, any Companion Loan Holder or any of their respective Affiliates; (B) the ownership of any Trust Interest, any Companion Loan or related mezzanine loan or any interest in any Companion Loan or any related mezzanine loan by the Servicer or the Special Servicer or by any Affiliate of the Servicer or the Special Servicer; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any Affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other mortgage loans or property by the Servicer or the Special Servicer. Subject to Accepted Servicing Practices and the terms of this Agreement, the Mortgage Loan Documents and the Co-Lender Agreement, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Mortgage Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable the Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer, as applicable) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s or the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as the Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectability of the Mortgage Loan. No provision of this Agreement shall be construed to impose liability on the Servicer or the Special Servicer for the reason (unless the Servicer or the Special Servicer did not act in accordance with Accepted Servicing Practices) that any recovery to any Trust Interest Owner in respect of the Mortgage Loan at any time after a determination of present value recovery is made by the Servicer or the Special Servicer under this Agreement is less than the amount reflected in such determination. As soon as reasonably practicable following the Closing Date, but no later than 30 days following the Closing Date, the Loan Sellers are required, pursuant to their respective Trust Loan Purchase Agreements, to deliver to the Servicer copies of notices (if any) delivered by or on behalf of the Loan Sellers regarding the transfer of the Trust Loan to the Trust or the Trustee on its behalf. The Servicer shall, on behalf of the Trust, maintain a Note register for the Mortgage Loan in accordance with Section 10.24 of the Mortgage Loan Agreement. Upon request, the Servicer shall provide a copy of the Note register to the Special Servicer.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Whole Loan and administer any Foreclosed Property solely on behalf of the Trust Fund and the Companion Loan HoldersTrustee, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Companion Loan HoldersHolder, as a collective whole as if such Trust Interest Owners Certificateholders and such Companion Loan Holders Holder constituted one lender (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, Documents and the Co-Lender Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties which it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, if the Mortgage Whole Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders Holder (as a collective whole whole, as if the Trust Interest Owners Certificateholders and the Companion Loan Holders Holder constituted a single lender) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Borrower, the Loan Seller, the Companion Loan Holder, the Depositor or any of their respective affiliates; (B) the ownership of any Certificate (or the Companion Loan or any interest in the Companion Loan or other indebtedness secured by the Property or any certificate backed by the Companion Loan) by the Servicer or the Special Servicer or by any affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other mortgage loans or mortgaged property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Trust Loan and the Companion Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s and the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s or the Certificate Administrator’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee or the Certificate Administrator to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Trust Loan and the Companion Loan.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Whole Loan and administer any Foreclosed REO Property solely on behalf of the Trust Fund and the Companion Loan HoldersTrustee, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Companion Loan Holders, as a collective whole as if such Trust Interest Owners Certificateholders and such Companion Loan Holders constituted one lender (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, Documents and the Co-Lender Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties which it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, if the Mortgage Whole Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole whole, as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lender) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Borrower, either Loan Seller, any Companion Loan Holder, the Depositor or any of their respective affiliates; (B) the ownership of any Certificate (or any Companion Loan or any interest in a Companion Loan or other indebtedness secured by the Property or any certificate backed by a Companion Loan) by the Servicer or the Special Servicer or by any affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other mortgage loans or mortgaged property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Trust Loan and the Companion Loans in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectability of the Trust Loan and the Companion Loans. The parties hereto acknowledge and agree that the Servicer and the Special Servicer are each acting as independent contractor, and not as agent, for the Trustee and the Certificate Administrator.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer (other than during the continuance of a Special Servicing Loan Event) and the Special Servicer, as Servicer (during the case may becontinuance of a Special Servicing Loan Event), each as an independent contractor, shall service and administer the Mortgage Whole Loan and any administer Foreclosed Property solely on behalf of the Trust and the Companion Loan HoldersFund, in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan Holders, Holders as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the subordinate nature of the B-Note) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and the Loan Documents and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for other third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage their own loans and administering their own foreclosed properties, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawsadministers; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, with respect to the Special Servicer, if the Mortgage Whole Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lender) (taking into account the subordinate nature of the B-Note) on a net present value basis and (b) the Loan Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Loan Borrower, the Sponsor, the Depositor, any Companion Loan Holders or any of their respective affiliates; (B) the ownership of any Certificate (or Companion Loan) or any interest in Companion Loan by the Servicer or Special Servicer or by any affiliate of the Servicer or the Special Servicer; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Trust Loan and the Companion Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney (substantially in the form of Exhibit N hereto or such other form that is reasonably acceptable to the Servicer or the Special Servicer, as applicable, and to the Trustee) and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Trust Loan and the Companion Loan.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Whole Loan and administer any Foreclosed Property solely on behalf of the Trust Fund and the Companion Loan Holders, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Companion Loan Holders, as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the relative subordination of the Trust A-B Note and the Non-Trust B Note) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, Agreement and the Mortgage terms of the Loan Documents, Documents and the Co-Lender Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties which it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, if the Mortgage Whole Loan comes into and and, with respect to the Special Servicer only, continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole whole, as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lenderlender)(taking into consideration the relative subordination of the Trust A-B Note and the Non-Trust B Note) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Borrower, the Mezzanine Lender, the Loan Seller, any Companion Loan Holder or any of their respective affiliates; (B) the ownership of any Certificate or any interest in the Companion Loan or the Mezzanine Loan by the Servicer or the Special Servicer or by any affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other mortgage loans or mortgaged property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Whole Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney, as set out in Exhibit Q, or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s and the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s or the Certificate Administrator’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee or the Certificate Administrator to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Whole Loan.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Loan and any Foreclosed Property solely on behalf of the Trust and the Companion Loan Holders, in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan Holders, Holders as a collective whole as if such Trust Interest Owners Certificateholders and such Companion Loan Holders constituted one lender (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgmentjudgment and taking into account the subordinate nature of the Junior Trust Note), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement, the Mezzanine Intercreditor Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers in servicing mortgage loans and administering foreclosed properties, and (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that it owns or for foreclosed or other similarly situated properties it services and manages, in either case exercising reasonable business judgment, acting in accordance with applicable laws; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan or, if the Mortgage Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners Certificateholders and the such Companion Loan Holders constituted a single lenderlender and taking into account the subordinate nature of the Junior Trust Note) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any Affiliate thereof may have with any Borrower Party, the Loan Seller, the Depositor, any Companion Loan Holder or any of their respective Affiliates; (B) the ownership of any Certificate or Companion Loan or any interest in the Mezzanine Loan or any Companion Loan by the Servicer or the Special Servicer or by any Affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any Affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other mortgage loans or property by the Servicer or the Special Servicer. Subject to Accepted Servicing Practices and the terms of this Agreement and the Mortgage Loan Documents and the Mezzanine Intercreditor Agreement, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Mortgage Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable the Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer, as applicable) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s or the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as the Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectability of the Mortgage Loan. No provision of this Agreement shall be construed to impose liability on the Servicer or the Special Servicer for the reason (unless the Servicer or the Special Servicer did not act in accordance with Accepted Servicing Practices) that any recovery to the Certificateholders in respect of the Mortgage Loan at any time after a determination of present value recovery is made by the Servicer or the Special Servicer under this Agreement is less than the amount reflected in such determination. As soon as reasonably practicable following the Closing Date, but no later than 30 days following the Closing Date, the Loan Seller shall, pursuant to the Trust Loan Purchase Agreement, deliver to the Servicer copies of notices delivered by or on behalf of the Loan Seller regarding the transfer of the Trust Loan to the Trust or the Trustee on its behalf; provided, that notice to the related ground lessors shall be delivered by the Servicer as contemplated by the succeeding paragraph. With respect to each Ground Lease, as soon as reasonably practicable following the Closing Date, but no later than 30 days following the Closing Date, the Loan Seller is required to deliver to the Servicer a form of notice to be delivered by the Servicer to the related ground lessor regarding the transfer of the Mortgage Loan to the Trust or the Trustee on its behalf and informing such ground lessor that any notices of default under such Ground Lease should thereafter be forwarded to the Servicer. In connection with each Ground Lease, the Servicer shall promptly, and in any event within the later of (i) 30 days following the receipt of the foregoing notice from the Loan Seller, and (ii) 60 days following the Closing Date, deliver such notice to the related ground lessor. Upon receipt of any notices of default under such Ground Lease, the Servicer shall promptly provide such notice to the Special Servicer. The parties hereto acknowledge and agree that the Servicer and the Special Servicer are each acting as independent contractors and not as agents for the Trustee and/or the Certificate Administrator.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer (other than during the continuance of a Special Servicing Loan Event) and the Special Servicer, as Servicer (during the case may becontinuance of a Special Servicing Loan Event), each as an independent contractor, shall service and administer the Mortgage Loan and any administer Foreclosed Property solely on behalf of the Trust and the Companion Loan HoldersFund, in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan Holders, Holders as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the subordinate nature of the B-Note) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and the Loan Documents and the Intercreditor Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for other third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage their own loans and administering their own foreclosed properties, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawsadministers; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan or, with respect to the Special Servicer, if the Mortgage Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lender) (taking into account the subordinate nature of the B-Note) on a net present value basis and (b) the Loan Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Loan Borrower, the Sponsor, the Depositor, any Companion Loan Holders or any of their respective affiliates; (B) the ownership of any Certificate (or Companion Loan) or any interest in any mezzanine loan related to the Mortgage Loan (including the Mezzanine Loan) or the Companion Loan by the Servicer or Special Servicer or by any affiliate of the Servicer or the Special Servicer; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans (including the Mezzanine Loan) or property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Trust Loan and the Companion Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney (in the form of either Exhibit N-1 or Exhibit N-2, as applicable, hereto or such other form that is reasonably acceptable to the Servicer or the Special Servicer, as applicable, and to the Trustee) and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer, including all reasonable costs, expenses, losses and liabilities incurred by the Trustee in bringing any type of suit or action against the Servicer or the Special Servicer, as applicable, in a court of law or in any other forum) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Trust Loan and the Companion Loan. The parties hereto acknowledge that the Mortgage Loan is subject to the terms and conditions of the Co-Lender Agreement and recognize the respective rights and obligations of the Trust, as holder of the Trust Loan, and of the Companion Loan Holders under the Co-Lender Agreement, including: (i) with respect to the allocation of collections on or in respect of the Mortgage Loan, and the making of remittances, to the Trust, as holder of the Trust Loan, and to the Companion Loan Holders; (ii) with respect to the allocation of expenses and losses relating to the Mortgage Loan to the Trust, as holder of the Trust Loan, and to the Companion Loan Holders and (iii) to the extent provided for under the Co-Lender Agreement, the consultation rights of the Companion Loan Holders. With respect to the Mortgage Loan, the Servicer (if the Mortgage Loan is not a Specially Serviced Loan) or the Special Servicer (if the Mortgage Loan has become a Specially Serviced Loan or any Property has been converted to a Foreclosed Property) shall prepare and provide to each Companion Loan Holder all notices, reports, statements and communications to be delivered by the holder of the Trust Loan under the Co-Lender Agreement, and shall perform all duties and obligations to be performed by a servicer and perform all servicing related duties and obligations to be performed by the holder of the Trust Loan pursuant to the Co-Lender Agreement. In the event of any conflict between this Agreement and the Co-Lender Agreement, the terms of the Co-Lender Agreement shall control with respect to the Mortgage Loan. Notwithstanding anything to the contrary herein, at no time shall the Servicer or the Trustee be required to make any advance of delinquent scheduled monthly payments of principal or interest with respect to the Companion Loan. To the extent required under the Loan Documents or the Co-Lender Agreement, the Servicer shall, on behalf of the Loan Lender, maintain a note register for the Mortgage Loan in accordance with the Loan Documents or the Co-Lender Agreement. The Sponsor is the initial and sole holder of the Companion Loan as of the Closing Date, and notices regarding such ownership shall be addressed to the Sponsor at the address set forth in Section 10.4.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Whole Loan and administer any Foreclosed Property solely on behalf of the Trust Fund and the any Companion Loan Holders, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the any Companion Loan Holders, as a collective whole as if such Trust Interest Owners Certificateholders and such any Companion Loan Holders constituted one lender (taking into account the relative subordination of the Trust B Note) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, Agreement and the Mortgage terms of the Loan Documents, Documents and the Co-Lender Agreement Between Note Holders and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers manages foreclosed or other similarly situated properties for third-party portfoliosthird parties, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage loans and administering foreclosed propertiestheir own loans, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties which it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawswhichever is higher; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, if the Mortgage Whole Loan comes into and and, with respect to the Special Servicer only, continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the any Companion Loan Holders (as a collective whole whole, as if the Trust Interest Owners Certificateholders and the any Companion Loan Holders constituted a single lenderlender)(taking into consideration the relative subordination of the Trust B Note) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Borrower, the Loan Seller, the RR Interest Holder, any Companion Loan Holder, the Depositor or any of their respective affiliates; (B) the ownership of any Certificate or any interest in the Companion Loan (including any Companion Loan Securities) by the Servicer or the Special Servicer or by any affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Whole Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney, as set out in Exhibit P, or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s and the Certificate Administrator’s, as applicable, prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s or the Certificate Administrator’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee or the Certificate Administrator to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectability of the Whole Loan.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Servicer (other than during the continuance of a Special Servicing Loan Event) and the Special Servicer, as Servicer (during the case may becontinuance of a Special Servicing Loan Event), each as an independent contractor, shall service and administer the Mortgage Loan and any administer Foreclosed Property solely on behalf of the Trust and the Companion Loan HoldersFund, in the best interest of, and for the benefit of, the Trust Interest Owners Certificateholders and the Companion Loan Holders, Holders as a collective whole as if such Trust Interest Owners Certificateholders and such the Companion Loan Holders constituted one lender (taking into account the subordinate nature of the B-Note) (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, the Co-Lender Agreement and the Loan Documents and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for other third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage their own loans and administering their own foreclosed properties, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawsadministers; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Loan or, with respect to the Special Servicer, if the Mortgage Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lender) (taking into account the subordinate nature of the B-Note) on a net present value basis and (b) the Loan Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any affiliate thereof may have with the Loan Borrower, the Sponsor, the Depositor, any Companion Loan Holders or any of their respective affiliates; (B) the ownership of any Certificate (or Companion Loan) or any interest in Companion Loan by the Servicer or Special Servicer or by any affiliate of the Servicer or the Special Servicer; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or property by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Trust Loan and the Companion Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney (substantially in the form of Exhibit N hereto or such other form that is reasonably acceptable to the Servicer or the Special Servicer, as applicable, and to the Trustee) and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Trust Loan and the Companion Loan. The parties hereto acknowledge that the Mortgage Loan is subject to the terms and conditions of the Co-Lender Agreement and recognize the respective rights and obligations of the Trust, as holder of the Trust Loan, and of the Companion Loan Holders under the Co-Lender Agreement, including: (i) with respect to the allocation of collections on or in respect of the Mortgage Loan, and the making of remittances, to the Trust, as holder of the Trust Loan, and to the Companion Loan Holders; (ii) with respect to the allocation of expenses and losses relating to the Mortgage Loan to the Trust, as holder of the Trust Loan, and to the Companion Loan Holders and (iii) to the extent provided for under the Co-Lender Agreement, the consultation rights of the Companion Loan Holders. With respect to the Mortgage Loan, the Servicer (if the Mortgage Loan is not a Specially Serviced Loan) or the Special Servicer (if the Mortgage Loan has become a Specially Serviced Loan or any Property has been converted to a Foreclosed Property) shall prepare and provide to each Companion Loan Holder all notices, reports, statements and communications to be delivered by the holder of the Trust Loan under the Co-Lender Agreement, and shall perform all duties and obligations to be performed by a servicer and perform all servicing related duties and obligations to be performed by the holder of the Trust Loan pursuant to the Co-Lender Agreement. In the event of any conflict between this Agreement and the Co-Lender Agreement, the terms of the Co-Lender Agreement shall control with respect to the Mortgage Loan. Notwithstanding anything to the contrary herein, at no time shall the Servicer or the Trustee be required to make any advance of delinquent scheduled monthly payments of principal or interest with respect to the Companion Loan. To the extent required under the Loan Documents or the Co-Lender Agreement, the Servicer shall, on behalf of the Loan Lender, maintain a note register for the Mortgage Loan in accordance with the Loan Documents or the Co-Lender Agreement. The Sponsor is the initial and sole holder of the Companion Loan as of the Closing Date, and notices regarding such ownership shall be addressed to the Sponsor at the address set forth in Section 10.4.

Servicer to Act as the Servicer; Special Servicer to Act as the Special Servicer. The Except as provided in Section 2.8(c), the Servicer and the Special Servicer, as the case may be, each as an independent contractor, shall service and administer the Mortgage Whole Loan and any administer Foreclosed Property solely on behalf of the Trust and the Companion Loan HoldersTrust, in the best interest of, and for the benefit of, all the Trust Interest Owners Certificateholders and the Companion Loan Holders, as a collective whole as if such Trust Interest Owners Certificateholders and such Companion Loan Holders constituted one lender (as determined by the Servicer or the Special Servicer, as applicable, in the exercise of its good faith and reasonable judgment), in accordance with applicable law (including the REMIC Provisions), the terms of this Agreement, the Mortgage Loan Documents, Documents and the Co-Lender Agreement and, to the extent consistent with the foregoing, the following standards (herein referred to as “Accepted Servicing Practices”): standards: (i) the higher of (a) in the same manner in which and with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, services and administers similar loans and administers foreclosed or other similarly situated properties for other third-party portfolios, giving due consideration to customary and usual standards of practice of prudent institutional commercial mortgage loan servicers lenders in servicing mortgage their own loans and administering their own foreclosed properties, and or (b) with the same care, skill, prudence and diligence with which the Servicer or the Special Servicer, as applicable, uses for loans that which it owns or for foreclosed or other similarly situated properties it services owns and manages, in either case exercising reasonable business judgment, acting in accordance with applicable lawsadministers; (ii) with a view to the timely collection of (a) all scheduled payments of principal and interest under the Mortgage Whole Loan or, if the Mortgage Whole Loan comes into and continues in default and if, in the reasonable judgment of the Special Servicer, if no satisfactory arrangements can be made for the collection of the delinquent payments, the maximization of the recovery on the Mortgage Whole Loan to the Trust Interest Owners Certificateholders and the Companion Loan Holders (as a collective whole as if the Trust Interest Owners Certificateholders and the Companion Loan Holders constituted a single lender) on a net present value basis and (b) the Borrower Reimbursable Trust Fund Expenses and, any other fees or expenses and any other amounts due under the Mortgage Loan; Whole Loan and (iii) without regard to: (A) any relationship that the Servicer or the Special Servicer or any Affiliate thereof may have with any Borrower Affiliate, the Loan Seller, any Companion Loan Holder, the Depositor or any of their respective Affiliates; (B) the ownership of any Certificate (or any Companion Loan or any interest in a Companion Loan or other indebtedness secured by the Property or any certificate backed by a Companion Loan) by the Servicer or the Special Servicer or by any Affiliate thereof; (C) in the case of the Servicer, its obligation to make Advances; (D) the right of the Servicer or the Special Servicer or any Affiliate thereof to receive reimbursement of costs, compensation or other fees (other than Advances), or the sufficiency of any compensation payable to it under this Agreement or with respect to any particular transaction; or (E) the ownership, servicing or management for others of any other loans or properties by the Servicer or the Special Servicer. Subject to the above-described servicing standards (hereinafter referred to as “Accepted Servicing Practices”) and the terms of this Agreement and of the Mortgage Loan Documents, the Servicer and the Special Servicer each shall have full power and authority, acting alone and/or through (in the case of the Servicer) one or more sub-servicers as provided in Section 3.2, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. The Servicer and the Special Servicer shall service and administer the Mortgage Loan and the Companion Loan in accordance with applicable state and federal law. At the written request of the Servicer or the Special Servicer, as applicable, accompanied by the form of power of attorney or other documents being requested, the Trustee shall furnish to the Servicer or the Special Servicer any powers of attorney and other documents necessary or appropriate to enable such Servicer or the Special Servicer to carry out its servicing and administrative duties hereunder, and the Trustee shall not be held responsible (and shall be indemnified by the Servicer or the Special Servicer) for any negligence or misuse by the Servicer or the Special Servicer in its uses of any such powers of attorney or other document. Notwithstanding anything contained herein to the contrary, the Servicer and the Special Servicer shall not without the Trustee’s and the Certificate Administrator’s prior written consent: (i) initiate any action, suit or proceeding solely under the Trustee’s or the Certificate Administrator’s name without indicating the representative capacity of the Servicer or the Special Servicer, as applicable, or (ii) take any action with the intent to, and which actually does cause, the Trustee or the Certificate Administrator to be registered to do business in any state. The liability of each of the Servicer and the Special Servicer, as applicable, for actions and omissions in its capacity as Servicer and the Special Servicer, respectively, hereunder is limited as provided herein (including, without limitation, pursuant to Section 6.3). Nothing contained in this Agreement shall be construed as an express or implied guarantee by the Servicer or the Special Servicer of the collectibility of the Mortgage Loan and the Companion Loans.