Common use of Special Servicer to Service Clause in Contracts

Special Servicer to Service. The Special Servicer, as an independent contractor, shall service and administer the Transferred Mortgage Loans from and after each Servicing Transfer Date, as applicable, and shall have full power and authority, acting alone, to do any and all things in connection with such servicing and administration which the Special Servicer may deem necessary or desirable, consistent with the terms of this Agreement and with Accepted Servicing Practices. The Special Servicer shall not perform its servicing responsibilities hereunder through subservicers; provided, however, subservicing shall not be deemed to include the use of a tax service, or services for reconveyance, insurance or brokering REO Property or the retention of third party contractors to perform certain servicing and loan administration functions, including without limitation, hazard insurance administration, tax payment and administration, flood certification and administration, collection services and similar functions. Simultaneously with the execution of this Agreement, the Special Servicer shall enter into an acknowledgment agreement with respect to the related Custodial Agreement. If Aurora is the Prior Servicer, the Seller shall promptly notify Aurora that this Agreement has been entered into and, upon request, shall deliver a copy of this Agreement to Aurora. The Seller, the Master Servicer and the Special Servicer additionally agree that the Special Servicer will fully furnish, in accordance with the Fair Credit Reporting Act of 1970, as amended (the “Fair Credit Reporting Act”) and its implementing regulations, accurate and complete information (e.g., favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis. Consistent with the terms of this Agreement, the Special Servicer may waive, modify or vary any term of any Transferred Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor if in the Special Servicer’s reasonable and prudent determination such waiver, modification, postponement or indulgence is not materially adverse to the Trust Fund, provided, however, that unless the Mortgagor is in default with respect to the Transferred Mortgage Loan or such default is, in the judgment of the Special Servicer, imminent, the Special Servicer shall not permit any modification with respect to any Transferred Mortgage Loan that would change the Mortgage Interest Rate, defer or forgive the payment of principal or interest, reduce or increase the outstanding principal balance (except for actual payments of principal) or change the final maturity date on such Transferred Mortgage Loan. In the event of any such modification which permits the deferral of interest or principal payments on any Transferred Mortgage Loan, the Special Servicer shall, on the Business Day immediately preceding the Remittance Date in any month in which any such principal or interest payment has been deferred, make a Monthly Advance in accordance with Section 4.03, in an amount equal to the difference between (a) such month’s principal and one month’s interest at the Transferred Mortgage Loan Remittance Rate on the unpaid principal balance of such Transferred Mortgage Loan and (b) the amount paid by the Mortgagor. The Special Servicer shall be entitled to reimbursement for such advances to the same extent as for all other advances made pursuant to Section 3.04. Without limiting the generality of the foregoing, the Special Servicer shall continue, and is hereby authorized and empowered, to execute and deliver on behalf of itself and the Trustee, all instruments of satisfaction or cancellation, or of partial or full release, discharge and all other comparable instruments, with respect to the Transferred Mortgage Loans and with respect to the Mortgaged Properties; provided, further, that upon the full release or discharge, the Special Servicer shall notify the related Custodian of the related Mortgage Loan of such full release or discharge. If reasonably required by the Special Servicer, the Trustee shall furnish the Special Servicer with any powers of attorney in the form of Exhibit H attached hereto and other documents necessary or appropriate to enable the Special Servicer to carry out its servicing and administrative duties under this Agreement; provided, that the Trustee shall not be liable for the actions of the Special Servicer under such powers of attorney. Notwithstanding anything contained herein to the contrary, the Servicer shall not, without the Trustee’s written consent: (i) initiate any action suit or proceeding solely under the Trustee’s name without indicating the Servicer’s representative capacity; or (ii) take any action with the intent to cause, and that actually causes, the Trustee to be registered to do business in any state. Promptly after the execution of any assumption, modification, consolidation or extension of any Transferred Mortgage Loan, the Special Servicer shall forward to the Master Servicer copies of any documents evidencing such assumption, modification, consolidation or extension. Notwithstanding anything to the contrary contained in this Agreement, the Special Servicer shall not make or permit any modification, waiver or amendment of any term of any Transferred Mortgage Loan that would cause any REMIC created under the Trust Agreement to fail to qualify as a REMIC or result in the imposition of any tax under Section 860F(a) or Section 860G(d) of the Code. In servicing and administering the Transferred Mortgage Loans, the Special Servicer shall employ procedures (including collection procedures) and exercise the same care that it would employ and exercise in servicing and administering similar mortgage loans for other institutional investors, giving due consideration to Accepted Servicing Practices where such practices do not conflict with the requirements of this Agreement. Notwithstanding anything herein to the contrary, the Special Servicer shall not be required to make any Servicing Advance if such Servicing Advance would, if made, constitute a Nonrecoverable Servicing Advance as defined herein.

Special Servicer to Service. The Special Servicer, as an independent contractor, shall service and administer the Transferred Mortgage Loans from and after each Servicing Transfer Date, as applicable, and shall have full power and authority, acting alone, to do any and all things in connection with such servicing and administration which the Special Servicer may deem necessary or desirable, consistent with the terms of this Agreement and with Accepted Servicing Practices. The Special Servicer shall not perform its servicing responsibilities hereunder through subservicers; provided, however, subservicing shall not be deemed to include the use of a tax service, or services for reconveyance, insurance or brokering REO Property or the retention of third party contractors to perform certain servicing and loan administration functions, including without limitation, hazard insurance administration, tax payment and administration, flood certification and administration, collection services and similar functions. Simultaneously with the execution of this Agreement, the Special Servicer shall enter into an acknowledgment agreement with respect to the related Custodial Agreement. If Aurora is the Prior Servicer, the Seller shall promptly notify Aurora that this Agreement has been entered into and, upon request, shall deliver a copy of this Agreement to Aurora. The Seller, the Master Servicer and the Special Servicer additionally agree that the Special Servicer will fully furnish, in accordance with the Fair Credit Reporting Act of 1970, as amended (the “Fair Credit Reporting Act”) and its implementing regulations, accurate and complete information (e.g., favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis. Consistent with the terms of this Agreement, the Special Servicer may waive, modify or vary any term of any Transferred Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor if in the Special Servicer’s reasonable and prudent determination such waiver, modification, postponement or indulgence is not materially adverse to the Trust Fund, provided, however, that unless the Mortgagor is in default with respect to the Transferred Mortgage Loan or such default is, in the judgment of the Special Servicer, imminent, the Special Servicer shall not permit any modification with respect to any Transferred Mortgage Loan that would change the Mortgage Interest Rate, defer or forgive the payment of principal or interest, reduce or increase the outstanding principal balance (except for actual payments of principal) or change the final maturity date on such Transferred Mortgage Loan. In the event of any such modification which permits the deferral of interest or principal payments on any Transferred Mortgage Loan, the Special Servicer shall, on the Business Day immediately preceding the Remittance Date in any month in which any such principal or interest payment has been deferred, make a Monthly Advance in accordance with Section 4.03, in an amount equal to the difference between (a) such month’s principal and one month’s interest at the Transferred Mortgage Loan Remittance Rate on the unpaid principal balance of such Transferred Mortgage Loan and (b) the amount paid by the Mortgagor. The Special Servicer shall be entitled to reimbursement for such advances to the same extent as for all other advances made pursuant to Section 3.04. Without limiting the generality of the foregoing, the Special Servicer shall continue, and is hereby authorized and empowered, to execute and deliver on behalf of itself and the Trustee, all instruments of satisfaction or cancellation, or of partial or full release, discharge and all other comparable instruments, with respect to the Transferred Mortgage Loans and with respect to the Mortgaged Properties; provided, further, that upon the full release or discharge, the Special Servicer shall notify the related Custodian of the related Mortgage Loan of such full release or discharge. If reasonably required by the Special Servicer, the Trustee shall furnish the Special Servicer with any powers of attorney in the form of Exhibit H attached hereto and other documents necessary or appropriate to enable the Special Servicer to carry out its servicing and administrative duties under this Agreement; provided, that the Trustee shall not be liable for the actions of the Special Servicer under such powers of attorney. Notwithstanding anything contained herein to the contrary, the Servicer shall not, without the Trustee’s written consent: (i) initiate any action suit or proceeding solely under the Trustee’s name without indicating the Servicer’s representative capacity; or (ii) take any action with the intent to cause, and that actually causes, the Trustee to be registered to do business in any state. Promptly after the execution of any assumption, modification, consolidation or extension of any Transferred Mortgage Loan, the Special Servicer shall forward to the Master Servicer copies of any documents evidencing such assumption, modification, consolidation or extension. Notwithstanding anything to the contrary contained in this Agreement, the Special Servicer shall not make or permit any modification, waiver or amendment of any term of any Transferred Mortgage Loan that would cause any REMIC created under the Trust Agreement to fail to qualify as a REMIC or result in the imposition of any tax under Section 860F(a) or Section 860G(d) of the Code. In servicing and administering the Transferred Mortgage Loans, the Special Servicer shall employ procedures (including collection procedures) and exercise the same care that it would employ and exercise in servicing and administering similar mortgage loans for other institutional investors, giving due consideration to Accepted Servicing Practices where such practices do not conflict with the requirements of this Agreement. Notwithstanding anything herein to the contrary, the Special Servicer shall not be required to make any Servicing Advance if such Servicing Advance would, if made, constitute a Nonrecoverable Servicing Advance as defined herein.

Special Servicer to Service. The Special Servicer, as an independent contractor, shall service and administer the Transferred Mortgage Loans from and after each Servicing Transfer Date, as applicable, and shall have full power and authority, acting alone, to do any and all things in connection with such servicing and administration which the Special Servicer may deem necessary or desirable, consistent with the terms of this Agreement and with Accepted Servicing Practices. The Special Servicer shall not perform its servicing responsibilities hereunder through subservicers; provided, however, subservicing shall not be deemed to include the use of a tax service, or services for reconveyance, insurance or brokering REO Property or the retention of third party contractors to perform certain servicing and loan administration functions, including without limitation, hazard insurance administration, tax payment and administration, flood certification and administration, collection services and similar functions. Simultaneously with the execution of this Agreement, the Special Servicer shall enter into an acknowledgment agreement with respect to the related Custodial Agreement. If Aurora is the Prior Servicer, the Seller shall promptly notify Aurora that this Agreement has been entered into and, upon request, shall deliver a copy of this Agreement to Aurora. The Seller, the Master Servicer and the Special Servicer additionally agree that the Special Servicer will fully furnish, in accordance with the Fair Credit Reporting Act of 1970, as amended (the “Fair Credit Reporting Act”) and its implementing regulations, accurate and complete information (e.g., favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis. Consistent with the terms of this Agreement, the Special Servicer may waive, modify or vary any term of any Transferred Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor if in the Special Servicer’s reasonable and prudent determination such waiver, modification, postponement or indulgence is not materially adverse to the Trust FundFund on an aggregate basis, provided, however, that unless the Mortgagor is in default with respect to the Transferred Mortgage Loan or such default is, in the judgment of the Special Servicer, imminent, the Special Servicer shall not permit any modification with respect to any Transferred Mortgage Loan that would change the Mortgage Interest Rate, defer or forgive the payment of principal or interest, reduce or increase the outstanding principal balance (except for actual payments of principal) or change the final maturity date on such Transferred Mortgage Loan; provided, that the maturity date of any Transferred Mortgage Loan shall not be extended past the latest Final Scheduled Distribution Date (as defined in the Trust Agreement), which is March 25, 2038. In the event of any such modification which permits the deferral of interest or principal payments on any Transferred Mortgage Loanmodification, the Special Servicer shall, on shall calculate the Business Day immediately preceding the Remittance Date in any month in which any Monthly Payment for such principal or interest payment has been deferred, make a Monthly Advance in accordance with Section 4.03, in an amount equal to the difference between (a) such month’s principal and one month’s interest at the Transferred Mortgage Loan Remittance Rate based on the unpaid principal balance modified terms of such Transferred Mortgage Loan and (b) shall only be required to make Monthly Advances pursuant to Section 4.03 to the extent of such new Monthly Payment. If, in connection with any modification, a Transferred Mortgage Loan has been modified to increase its principal balance by the amount paid of any Monthly Advances or any Servicing Advances previously made by the Mortgagor. The Special Servicer shall on behalf of the related Mortgagor (any such amount, a “Capitalization Reimbursement Amount”), the Servicer may be entitled to reimbursement reimbursed for such advances to the same extent Capitalization Reimbursement Amount as for all other advances made pursuant to provided in Section 3.04. Without limiting the generality of the foregoing, the Special Servicer shall continue, and is hereby authorized and empowered, to execute and deliver on behalf of itself and the Trustee, all instruments of satisfaction or cancellation, or of partial or full release, discharge and all other comparable instruments, with respect to the Transferred Mortgage Loans and with respect to the Mortgaged Properties; provided, further, that upon the full release or discharge, the Special Servicer shall notify the related Custodian of the related Mortgage Loan of such full release or discharge. If reasonably required by the Special Servicer, the Trustee shall furnish the Special Servicer with any powers of attorney in the form of Exhibit H attached hereto and other documents necessary or appropriate to enable the Special Servicer to carry out its servicing and administrative duties under this Agreement; provided, that the Trustee shall not be liable for the actions of the Special Servicer under such powers of attorney. Notwithstanding anything contained herein to the contrary, the Servicer shall not, without the Trustee’s written consent: (i) initiate any action suit or proceeding solely under the Trustee’s name without indicating the Servicer’s representative capacity; or (ii) take any action with the intent to cause, and that actually causes, the Trustee to be registered to do business in any state. Promptly after the execution of any assumption, modification, consolidation or extension of any Transferred Mortgage Loan, the Special Servicer shall forward to the Master Servicer copies of any documents evidencing such assumption, modification, consolidation or extension. Notwithstanding anything to the contrary contained in this Agreement, the Special Servicer shall not make or permit any modification, waiver or amendment of any term of any Transferred Mortgage Loan that would cause any REMIC created under the Trust Agreement to fail to qualify as a REMIC or result in the imposition of any tax under Section 860F(a) or Section 860G(d) of the Code. In servicing and administering the Transferred Mortgage Loans, the Special Servicer shall employ procedures (including collection procedures) and exercise the same care that it would employ and exercise in servicing and administering similar mortgage loans for other institutional investors, giving due consideration to Accepted Servicing Practices where such practices do not conflict with the requirements of this Agreement. Notwithstanding anything herein to the contrary, the Special Servicer shall not be required to make any Servicing Advance if such Servicing Advance would, if made, constitute a Nonrecoverable Servicing Advance as defined herein.

Special Servicer to Service. The Special Servicer, as an independent contractor, shall service and administer the Transferred Mortgage Loans from and after each Servicing Transfer Date, as applicable, and shall have full power and authority, acting alone, to do any and all things in connection with such servicing and administration which the Special Servicer may deem necessary or desirable, consistent with the terms of this Agreement and with Accepted Servicing Practices. The Special Servicer shall not perform its servicing responsibilities hereunder through subservicers; provided, however, subservicing shall not be deemed to include the use of a tax service, or services for reconveyance, insurance or brokering REO Property or the retention of third party contractors to perform certain servicing and loan administration functions, including without limitation, hazard insurance administration, tax payment and administration, flood certification and administration, collection services and similar functions. Simultaneously with the execution of this Agreement, the Special Servicer shall enter into an acknowledgment agreement with respect to the related Custodial Agreement. If Aurora is the Prior Servicer, the Seller shall promptly notify Aurora that this Agreement has been entered into and, upon request, shall deliver a copy of this Agreement to Aurora. The Seller, the Master Servicer and the Special Servicer additionally agree that the Special Servicer will fully furnish, in accordance with the Fair Credit Reporting Act of 1970, as amended (the “Fair Credit Reporting Act”) and its implementing regulations, accurate and complete information (e.g., favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis. Consistent with the terms of this Agreement, the Special Servicer may waive, modify or vary any term of any Transferred Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor if in the Special Servicer’s reasonable and prudent determination such waiver, modification, postponement or indulgence is not materially adverse to the Trust FundFund on an aggregate basis, provided, however, that unless the Mortgagor is in default with respect to the Transferred Mortgage Loan or such default is, in the judgment of the Special Servicer, imminent, the Special Servicer shall not permit any modification with respect to any Transferred Mortgage Loan that would change the Mortgage Interest Rate, defer or forgive the payment of principal or interest, reduce or increase the outstanding principal balance (except for actual payments of principal) or change the final maturity date on such Transferred Mortgage Loan; provided, that the maturity date of any Transferred Mortgage Loan shall not be extended past the latest Final Scheduled Distribution Date (as defined in the Trust Agreement), which is July 2047. In the event of any such modification which permits the deferral of interest or principal payments on any Transferred Mortgage Loanmodification, the Special Servicer shall, on shall calculate the Business Day immediately preceding the Remittance Date in any month in which any Monthly Payment for such principal or interest payment has been deferred, make a Monthly Advance in accordance with Section 4.03, in an amount equal to the difference between (a) such month’s principal and one month’s interest at the Transferred Mortgage Loan Remittance Rate based on the unpaid principal balance modified terms of such Transferred Mortgage Loan and (b) shall only be required to make Monthly Advances pursuant to Section 4.03 to the extent of such new Monthly Payment. If, in connection with any modification, a Transferred Mortgage Loan has been modified to increase its principal balance by the amount paid of any Monthly Advances or any Servicing Advances previously made by the Mortgagor. The Special Servicer shall on behalf of the related Mortgagor (any such amount, a “Capitalization Reimbursement Amount”), the Servicer may be entitled to reimbursement reimbursed for such advances to the same extent Capitalization Reimbursement Amount as for all other advances made pursuant to provided in Section 3.04. Without limiting the generality of the foregoing, the Special Servicer shall continue, and is hereby authorized and empowered, to execute and deliver on behalf of itself and the Trustee, all instruments of satisfaction or cancellation, or of partial or full release, discharge and all other comparable instruments, with respect to the Transferred Mortgage Loans and with respect to the Mortgaged Properties; provided, further, that upon the full release or discharge, the Special Servicer shall notify the related Custodian of the related Mortgage Loan of such full release or discharge. If reasonably required by the Special Servicer, the Trustee shall furnish the Special Servicer with any powers of attorney in the form of Exhibit H attached hereto and other documents necessary or appropriate to enable the Special Servicer to carry out its servicing and administrative duties under this Agreement; provided, that the Trustee shall not be liable for the actions of the Special Servicer under such powers of attorney. Notwithstanding anything contained herein to the contrary, the Servicer shall not, without the Trustee’s written consent: (i) initiate any action suit or proceeding solely under the Trustee’s name without indicating the Servicer’s representative capacity; or (ii) take any action with the intent to cause, and that actually causes, the Trustee to be registered to do business in any state. Promptly after the execution of any assumption, modification, consolidation or extension of any Transferred Mortgage Loan, the Special Servicer shall forward to the Master Servicer copies of any documents evidencing such assumption, modification, consolidation or extension. Notwithstanding anything to the contrary contained in this Agreement, the Special Servicer shall not make or permit any modification, waiver or amendment of any term of any Transferred Mortgage Loan that would cause any REMIC created under the Trust Agreement to fail to qualify as a REMIC or result in the imposition of any tax under Section 860F(a) or Section 860G(d) of the Code. In servicing and administering the Transferred Mortgage Loans, the Special Servicer shall employ procedures (including collection procedures) and exercise the same care that it would employ and exercise in servicing and administering similar mortgage loans for other institutional investors, giving due consideration to Accepted Servicing Practices where such practices do not conflict with the requirements of this Agreement. Notwithstanding anything herein to the contrary, the Special Servicer shall not be required to make any Servicing Advance if such Servicing Advance would, if made, constitute a Nonrecoverable Servicing Advance as defined herein.

Special Servicer to Service. The Special Servicer, as an independent contractor, shall service and administer the Transferred Mortgage Loans from and after each Servicing Transfer Date, as applicable, and shall have full power and authority, acting alone, to do any and all things in connection with such servicing and administration which the Special Servicer may deem necessary or desirable, consistent with the terms of this Agreement and with Accepted Servicing Practices. The Special Servicer shall not perform its servicing responsibilities hereunder through subservicers; provided, however, subservicing shall not be deemed to include the use of a tax service, or services for reconveyance, insurance or brokering REO Property or the retention of third party contractors to perform certain servicing and loan administration functions, including without limitation, hazard insurance administration, tax payment and administration, flood certification and administration, collection services and similar functions. Simultaneously with the execution of this Agreement, the Special Servicer shall enter into an acknowledgment agreement with respect to the related Custodial Agreement. If Aurora is the Prior Servicer, the Seller shall promptly notify Aurora that this Agreement has been entered into and, upon request, shall deliver a copy of this Agreement to Aurora. The Seller, the Master Servicer and the Special Servicer additionally agree that the Special Servicer will fully furnish, in accordance with the Fair Credit Reporting Act of 1970, as amended (the “Fair Credit Reporting Act”) and its implementing regulations, accurate and complete information (e.g., favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis. Consistent with the terms of this Agreement, the Special Servicer may waive, modify or vary any term of any Transferred Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor if in the Special Servicer’s reasonable and prudent determination such waiver, modification, postponement or indulgence is not materially adverse to the Trust FundFund on an aggregate basis, provided, however, that unless the Mortgagor is in default with respect to the Transferred Mortgage Loan or such default is, in the judgment of the Special Servicer, imminent, the Special Servicer shall not permit any modification with respect to any Transferred Mortgage Loan that would change the Mortgage Interest Rate, defer or forgive the payment of principal or interest, reduce or increase the outstanding principal balance (except for actual payments of principal) or change the final maturity date on such Transferred Mortgage Loan; provided, that the maturity date of any Mortgage Loan shall not be extended past the latest Final Scheduled Distribution Date (as defined in the Trust Agreement), which is January 25, 2038. In the event of any such modification which permits the deferral of interest or principal payments on any Transferred Mortgage Loanmodification, the Special Servicer shall, shall calculate the Monthly Payment for such Mortgage Loan based on the Business Day immediately preceding the Remittance Date in any month in which any such principal or interest payment has been deferred, make a Monthly Advance in accordance with Section 4.03, in an amount equal to the difference between (a) such month’s principal and one month’s interest at the Transferred Mortgage Loan Remittance Rate on the unpaid principal balance modified terms of such Transferred Mortgage Loan and (b) shall only be required to make Monthly Advances pursuant to Section 4.03 to the extent of such new Monthly Payment. If, in connection with any modification, a Mortgage Loan has been modified to increase its principal balance by the amount paid of any Monthly Advances or any Servicing Advances previously made by the Mortgagor. The Special Servicer shall on behalf of the related Mortgagor (any such amount, a “Capitalization Reimbursement Amount”), the Servicer may be entitled to reimbursement reimbursed for such advances to the same extent Capitalization Reimbursement Amount as for all other advances made pursuant to provided in Section 3.04. Without limiting the generality of the foregoing, the Special Servicer shall continue, and is hereby authorized and empowered, to execute and deliver on behalf of itself and the Trustee, all instruments of satisfaction or cancellation, or of partial or full release, discharge and all other comparable instruments, with respect to the Transferred Mortgage Loans and with respect to the Mortgaged Properties; provided, further, that upon the full release or discharge, the Special Servicer shall notify the related Custodian of the related Mortgage Loan of such full release or discharge. If reasonably required by the Special Servicer, the Trustee shall furnish the Special Servicer with any powers of attorney in the form of Exhibit H attached hereto and other documents necessary or appropriate to enable the Special Servicer to carry out its servicing and administrative duties under this Agreement; provided, that the Trustee shall not be liable for the actions of the Special Servicer under such powers of attorney. Notwithstanding anything contained herein to the contrary, the Servicer shall not, without the Trustee’s written consent: (i) initiate any action suit or proceeding solely under the Trustee’s name without indicating the Servicer’s representative capacity; or (ii) take any action with the intent to cause, and that actually causes, the Trustee to be registered to do business in any state. Promptly after the execution of any assumption, modification, consolidation or extension of any Transferred Mortgage Loan, the Special Servicer shall forward to the Master Servicer copies of any documents evidencing such assumption, modification, consolidation or extension. Notwithstanding anything to the contrary contained in this Agreement, the Special Servicer shall not make or permit any modification, waiver or amendment of any term of any Transferred Mortgage Loan that would cause any REMIC created under the Trust Agreement to fail to qualify as a REMIC or result in the imposition of any tax under Section 860F(a) or Section 860G(d) of the Code. In servicing and administering the Transferred Mortgage Loans, the Special Servicer shall employ procedures (including collection procedures) and exercise the same care that it would employ and exercise in servicing and administering similar mortgage loans for other institutional investors, giving due consideration to Accepted Servicing Practices where such practices do not conflict with the requirements of this Agreement. Notwithstanding anything herein to the contrary, the Special Servicer shall not be required to make any Servicing Advance if such Servicing Advance would, if made, constitute a Nonrecoverable Servicing Advance as defined herein.

Special Servicer to Service. The Special Servicer, as an independent contractor, shall service and administer the Transferred Mortgage Loans from and after each Servicing Transfer Date, as applicable, and shall have full power and authority, acting alone, to do any and all things in connection with such servicing and administration which the Special Servicer may deem necessary or desirable, consistent with the terms of this Agreement and with Accepted Servicing Practices. The Special Servicer shall not perform its servicing responsibilities hereunder through subservicers; provided, however, subservicing shall not be deemed to include the use of a tax service, or services for reconveyance, insurance or brokering REO Property or the retention of third party contractors to perform certain servicing and loan administration functions, including without limitation, hazard insurance administration, tax payment and administration, flood certification and administration, collection services and similar functions. Simultaneously with the execution of this Agreement, the Special Servicer shall enter into an acknowledgment agreement with respect to the related Custodial Agreement. If Aurora is the Prior Servicer, the Seller shall promptly notify Aurora that this Agreement has been entered into and, upon request, shall deliver a copy of this Agreement to Aurora. The Seller, the Master Servicer and the Special Servicer additionally agree that the Special Servicer will fully furnish, in accordance with the Fair Credit Reporting Act of 1970, as amended (the “Fair Credit Reporting Act”) and its implementing regulations, accurate and complete information (e.g., favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis. Consistent with the terms of this Agreement, the Special Servicer may waive, modify or vary any term of any Transferred Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor if in the Special Servicer’s reasonable and prudent determination such waiver, modification, postponement or indulgence is not materially adverse to the Trust Fund, provided, however, that unless the Mortgagor is in default with respect to the Transferred Mortgage Loan or such default is, in the judgment of the Special Servicer, imminent, the Special Servicer shall not permit any modification with respect to any Transferred Mortgage Loan that would change the Mortgage Interest Rate, defer or forgive the payment of principal or interest, reduce or increase the outstanding principal balance (except for actual payments of principal) or change the final maturity date on such Transferred Mortgage Loan. In the event of any such modification which permits the deferral of interest or principal payments on any Transferred Mortgage Loan, the Special Servicer shall, on the Business Day immediately preceding the Remittance Date in any month in which any such principal or interest payment has been deferred, make a Monthly Advance in accordance with Section 4.03, in an amount equal to the difference between (a) such month’s principal and one month’s interest at the Transferred Mortgage Loan Remittance Rate on the unpaid principal balance of such Transferred Mortgage Loan and (b) the amount paid by the Mortgagor. The Special Servicer shall be entitled to reimbursement for such advances to the same extent as for all other advances made pursuant to Section 3.04. Without limiting the generality of the foregoing, the Special Servicer shall continue, and is hereby authorized and empowered, to execute and deliver on behalf of itself and the Trustee, all instruments of satisfaction or cancellation, or of partial or full release, discharge and all other comparable instruments, with respect to the Transferred Mortgage Loans and with respect to the Mortgaged Properties; provided, further, that upon the full release or discharge, the Special Servicer shall notify the related Custodian of the related Mortgage Loan of such full release or discharge. If reasonably required by the Special Servicer, the Trustee shall furnish the Special Servicer with any powers of attorney in the form of Exhibit H attached hereto and other documents necessary or appropriate to enable the Special Servicer to carry out its servicing and administrative duties under this Agreement; provided, that the Trustee shall not be liable for the actions of the Special Servicer under such powers of attorney. Notwithstanding anything contained herein to the contrary, the Servicer shall not, without the Trustee’s written consent: (i) initiate any action suit or proceeding solely under the Trustee’s name without indicating the Servicer’s representative capacity; or (ii) take any action with the intent to cause, and that actually causes, the Trustee to be registered to do business in any state. Promptly after the execution of any assumption, modification, consolidation or extension of any Transferred Mortgage Loan, the Special Servicer shall forward to the Master Servicer copies of any documents evidencing such assumption, modification, consolidation or extension. Notwithstanding anything to the contrary contained in this Agreement, the Special Servicer shall not make or permit any modification, waiver or amendment of any term of any Transferred Mortgage Loan that would cause any REMIC created under the Trust Agreement to fail to qualify as a REMIC or result in the imposition of any tax under Section 860F(a) or Section 860G(d) of the Code. In servicing and administering the Transferred Mortgage Loans, the Special Servicer shall employ procedures (including collection procedures) and exercise the same care that it would employ and exercise in servicing and administering similar mortgage loans for other institutional investors, giving due consideration to Accepted Servicing Practices where such practices do not conflict with the requirements of this Agreement. Notwithstanding anything herein to the contrary, the Special Servicer shall not be required to make any Servicing Advance if such Servicing Advance would, if made, constitute a Nonrecoverable Servicing Advance as defined herein.