Common use of Successors and Assigns; Beneficiaries Clause in Contracts

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders and any depositors of securitizations including Serviced Non-Trust Mortgage Loans shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The Outside Master Servicer and Outside Special Servicer in respect of each Outside Serviced Trust Mortgage Loan, and the depositor and trustee for any Non-Trust Mortgage Loan Securitization Trust, shall each be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Co-Lender Agreement. Each Unaffiliated Mortgage Loan Combination Intercreditor AgreementSeller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d), LBHI shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in Section 3.20(k). LBHI and Xxxxxx Brothers shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for in Section 8.15. This Agreement may not be amended in any manner that would materially and adversely affect the rights of any third such third-party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor AgreementAgreement and each Swap Counterparty is an intended third-party beneficiary hereunder. This Agreement may not be amended in any manner that would adversely affect the rights of any third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The Outside Master Servicer and Outside Special Servicer in respect of each Outside Serviced Trust Mortgage Loan shall be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Co-Lender Agreement. The UBS Mortgage Loan Combination Intercreditor AgreementSeller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d). LBHI shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in Section 3.20(k). This Agreement may not be amended in any manner that would materially and adversely affect the rights of any third such third-party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The Outside Master Servicer and Outside Special Servicer in respect of each Outside Serviced Trust Mortgage Loan shall be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.Co-Lender

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Lehman Brothers, to terminate the Trust Fund pursuant to Section 9.00. Xach of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The Meriden Mall Master Servicer shall be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Meriden Mall Co-Lender Agreement. The Grace Building Master Servicer shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the Grace Building Co-Lender Agreement. The UBS Mortgage Loan Combination Intercreditor AgreementSeller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d). This Agreement may not be amended in any manner that would materially and adversely affect the rights of any third such third-party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any third party beneficiary hereof without its consent. The 2007-C30 Master Servicer, the 2007-C30 Special Servicer, the 2007-C30 Trustee, the Xxxxxx Xxxxxxx 2007-IQ14 Master Servicer, the Xxxxxx Xxxxxxx 2007-IQ14 Special Servicer, the Xxxxxx Xxxxxxx 2007-IQ14 Trustee, the GECMC 2007-C1 Master Servicer, the GECMC 2007-C1 Special Servicer and the GECMC 2007-C1 Trustee shall be third party beneficiaries to this Agreement solely with respect to indemnification, reimbursement of expenses and the reimbursement of nonrecoverable advances made by such party under the 2007-C30 Pooling and Servicing Agreement, the Xxxxxx Xxxxxxx 2007-IQ14 Pooling and Servicing Agreement and the GECMC 2007-C1 Pooling and Servicing Agreement, as applicable, as provided in Section 3.05. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement; provided that the Companion Holders and the Swap Counterparty are intended third party beneficiaries hereunder.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any third third-party beneficiary hereof without its consentconsent (in the case of the Swap Counterparty, such consent not to be unreasonably withheld, conditioned or delayed). No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement; provided that (i) each Serviced Non-Trust Mortgage Loan Noteholder is an intended third-party beneficiary hereunder with respect to those provisions of this Agreement that affect its interest in the related Serviced Loan Combination and its rights under the related Co-Lender Agreement, (ii) each Mortgage Loan Seller is an intended third-party beneficiary hereunder with respect to those provisions of this Agreement that affect its rights and obligations under the related Mortgage Loan Purchase Agreement, (iii) each Outside Master Servicer in respect of the related Outside Serviced Trust Mortgage Loans shall be a third-party beneficiary to this Agreement with respect to their rights as specifically provided for herein and under the related Co-Lender Agreements, and (iv) the Swap Counterparty is an intended third-party beneficiary hereunder, subject to the limited recourse provisions of the Swap Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto, their respective successors and assigns of and, as express third party beneficiaries (with all right to enforce the obligations hereunder intended for their benefit as if a party hereto), the Sub-Servicers, the Underwriters, the Mortgage Loan Sellers (and LC Holdings), and the non-parties hereto, referred to in Section 6.03 and Section 8.05 and all such provisions shall inure to the benefit of the Certificateholders. Each of Any Serviced Pari Passu Companion Loan Holders, Non-Serviced Pari Passu Companion Loan Holders and the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto Subordinate Class Representative (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Serviced Pari Passu Companion Loan Holder, Non-Trust Noteholder Serviced Pari Passu Companion Loan Holder or Subordinate Class Representative that is same Person as or an Affiliate of the related Borrower) and any designee designees thereof acting on behalf of or exercising the rights of such Serviced Pari Passu Companion Loan Holders, Non-Trust Noteholder Serviced Pari Passu Companion Loan Holders or Subordinate Class Representative shall be a third third-party beneficiary beneficiaries to this Agreement with respect to its their rights as specifically provided for herein herein. Each Non-Trust Master Servicer, Other Master Servicer, Other Trustee, other party to a Non-Trust Pooling and under the related Servicing Agreement and Serviced Loan Combination Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any Special Servicer is an intended third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled under this Agreement with respect to any benefit provision herein expressly relating to compensation, reimbursement or equitable rightindemnification of such Non-Trust Master Servicer, remedy Other Master Servicer, Other Trustee, other party to a Non-Trust Pooling and Servicing Agreement or claim under this AgreementServiced Loan Combination Special Servicer and the provisions regarding the coordination of Advances and any other rights afforded such party hereunder.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each NonThe Great Mall B-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Nonthe Great Mall B-Trust Noteholder shall be a third party beneficiary beneficiaries to this Agreement with respect to its their rights as specifically provided for herein and under the related Loan Combination Intercreditor Great Mall Co-Lender Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder Loan Holder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder Loan Holder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Co-Lender Agreement. Each Outside Master Servicer and Outside Special Servicer shall each be a third party beneficiary to this Agreement with respect to the rights as specifically provided for herein and under the related Loan Combination Co-Lender Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto, their respective successors and assigns of and, as express third party beneficiaries (with all right to enforce the obligations hereunder intended for their benefit as if a party hereto), the Sub-Servicers, the Underwriters, the Mortgage Loan Sellers, and the non-parties hereto, referred to in Section 6.03 and Section 8.05 and all such provisions shall inure to the benefit of the Certificateholders. Each of Any Serviced Pari Passu Companion Loan Holders, the SubSubordinate Class Representative and the Loan-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto Specific Subordinate Class Representative (other than a successor Master Servicer in its corporate capacity any Serviced Pari Passu Companion Loan Holder, Subordinate Class Representative or Loan-Specific Subordinate Class Representative that is same Person as set forth in this Section 11.09or an Affiliate of the related Borrower) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee designees thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder Serviced Pari Passu Companion Loan Holders or Subordinate Class Representative shall be a third third-party beneficiary beneficiaries to this Agreement with respect to its their rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable rightenforce their respective rights hereunder. In addition, remedy or claim each Non-Trust Master Servicer, Other Master Servicer, Other Special Servicer, Other Trustee and Serviced Loan Combination Special Servicer is an intended third party beneficiary under this AgreementAgreement with respect to any provision herein expressly relating to compensation, reimbursement or indemnification of such Non-Trust Master Servicer, Other Master Servicer, Other Special Servicer, Other Master Servicer, Other Trustee or Serviced Loan Combination Special Servicer and the provisions regarding the coordination of Advances and any other rights afforded such party hereunder.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The UBS Mortgage Loan Seller shall be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under in the related Loan Combination Intercreditor Agreementsecond paragraph of Section 2.01(d). LBHI shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in Section 3.20(k). This Agreement may not be amended in any manner that would materially and adversely affect the rights of any third such third-party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each Non-The Non Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such Nonthe Non Trust Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The Outside Master Servicer in respect of each Outside Serviced Trust Noteholder Mortgage Loan shall be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Co-Lender Agreement. The UBS Mortgage Loan Combination Intercreditor AgreementSeller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d). LBHI shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in Section 3.20(k). This Agreement may not be amended in any manner that would materially and adversely affect the rights of any third such third-party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.23(d) and, in the case of the Mortgage Loan Seller, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.223.23, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder The Companion Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder the Companion Loan Noteholders shall be a third third-party beneficiary beneficiaries to this Agreement with respect to its their rights as specifically provided for herein herein. The 2003-C1 Master Servicer, the 2003-C1 Trustee and the 2003-C1 Fiscal Agent shall be third party beneficiaries to this Agreement solely with respect to the reimbursement of nonrecoverable advances made by such party under the related Loan Combination Intercreditor Agreement2003-C1 PSA, pursuant to Section 3.05 hereof. This Agreement may not Agreemexx xxx xxx be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Lehman Brothers, to terminate the Trust Fund pursuant to Section 9.00. Xxch of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The Outside Master Servicer and Outside Special Servicer in respect of each Outside Serviced Trust Mortgage Loan, and the depositor and trustee for any Non-Trust Mortgage Loan Securitization Trust, shall each be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Co-Lender Agreement. The KeyBank Mortgage Loan Combination Intercreditor AgreementSeller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d). The UBS Mortgage Loan Seller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d). LBHI shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in Section 3.20(k). LBHI and Lehman Brothers shall be third-party beneficiaries to this Agreemenx xxxx respect to their rights as specifically provided for in Section 8.15. This Agreement may not be amended in any manner that would materially and adversely affect the rights of any third such third-party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.23(d) and, in the case of a Mortgage Loan Seller, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.223.23, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 12.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.0912.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.0912.09. Each Non-Trust Noteholder The Companion Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of the Companion Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. Each Lead Master Servicer, Lead Special Servicer and Lead Trustee shall be third party beneficiaries to this Agreement solely with respect to (i) the reimbursement of nonrecoverable advances made by such Non-Trust Noteholder party under the Lead PSA, as provided in Section 3.05 hereof and (ii) the indemnification of the Lead Master Servicer, Lead Trustee and Lead Special Servicer, as provided in Section 6.03. Any Subsequent Master Servicer and Subsequent Trustee shall be a third party beneficiary to this Agreement solely with respect to its rights as specifically provided for herein the recoverability of any back-up P&I Advances pursuant to Section 3.05A, and to the extent required under the related Co-Lender Agreement. Each of the Master Servicer and the Special Servicer acknowledges that upon the securitization of a Serviced Pari Passu Companion Loan, the Subsequent Trustee will be the owner of such Mortgage Note and that, pursuant to the Subsequent PSA, the Subsequent Master Servicer will be entitled to enforce the rights of the Subsequent Trustee with respect to such Loan Combination Intercreditor under the related Co-Lender Agreement and this Agreement. In the event that one, but not both, of the Mortgage Notes with respect to the [__________________] Mortgage Loan are repurchased, the holder of the repurchased Mortgage Note shall be a third party beneficiary of this Agreement to the same extent as if they were Companion Loan Noteholders, as contemplated by [Section 3.29]. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.23(d) and, in the case of a Mortgage Loan Seller, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.223.23, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 12.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.0912.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.0912.09. Each Non-Trust Noteholder The Companion Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of the Companion Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. Each Lead Master Servicer, Lead Special Servicer and Lead Trustee shall be third party beneficiaries to this Agreement solely with respect to (i) the reimbursement of nonrecoverable advances made by such Non-Trust Noteholder party under the Lead PSA, as provided in Section 3.05 hereof and (ii) the indemnification of the Lead Master Servicer, Lead Trustee and Lead Special Servicer, as provided in Section 6.03. Any Subsequent Master Servicer and Subsequent Trustee shall be a third party beneficiary to this Agreement solely with respect to its rights as specifically provided for herein the recoverability of any back-up P&I Advances pursuant to Section 3.05A, and to the extent required under the related Co-Lender Agreement. Each of the Master Servicer and the Special Servicer acknowledges that upon the securitization of a Serviced Pari Passu Companion Loan, the Subsequent Trustee will be the owner of such Mortgage Note and that, pursuant to the Subsequent PSA, the Subsequent Master Servicer will be entitled to enforce the rights of the Subsequent Trustee with respect to such Loan Combination Intercreditor under the related Co-Lender Agreement and this Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. The MLMT Series 2005-CKI1 Master Servicer and the MLMT Series 2005-CKI1 Special Servicer shall each be a third-party beneficiary to this Agreement with respect to the rights as specifically provided for herein and under the Glendale Galleria Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Lehman Brothers, to terminate the Trust Fund pursuant to Section 9.00. Xxch of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The Outside Master Servicer and Outside Special Servicer in respect of each Outside Serviced Trust Mortgage Loan shall be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.Co-Lender

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of the Mortgage Loan Seller, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder The Companion Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder the Companion Loan Noteholders shall be a third third-party beneficiary beneficiaries to this Agreement with respect to its their rights as specifically provided for herein herein. The 2002-C1 Master Servicer, the 2002-C1 Trustee and the 2002-C1 Fiscal Agent shall be third-party beneficiaries to this Agreement solely with respect to the reimbursement of nonrecoverable advances made by such party under the related Loan Combination Intercreditor Agreement2002-C1 PSA, pursuxxx xx Xxxxion 3.05 hereof. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.23(d) and, in the case of a Mortgage Loan Seller, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 ninety (90) days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.223.23, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 12.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.0912.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.0912.09. Each Non-Trust Noteholder The Companion Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of the Companion Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. Each Lead Master Servicer, Lead Special Servicer and Lead Trustee shall be third party beneficiaries to this Agreement solely with respect to (i) the reimbursement of nonrecoverable advances made by such Non-Trust Noteholder party under the Lead PSA, as provided in Section 3.05 hereof and (ii) the indemnification of the Lead Master Servicer, Lead Trustee and Lead Special Servicer, as provided in Section 6.03. Any Subsequent Master Servicer and Subsequent Trustee shall be a third party beneficiary to this Agreement solely with respect to its rights as specifically provided for herein the recoverability of any back-up P&I Advances pursuant to Section 3.05A, and to the extent required under the related Loan Combination Intercreditor Co-Lender Agreement. This Agreement may not Each of the Master Servicer and the Special Servicer acknowledges that upon the securitization of a Serviced Pari Passu Companion Loan, the Subsequent Trustee will be amended in any manner that would adversely affect the owner of such Mortgage Note and that, pursuant to the Subsequent PSA, the Subsequent Master Servicer will be entitled to enforce the rights of any third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled the Subsequent Trustee with respect to any benefit or equitable right, remedy or claim such Loan under the related Co-Lender Agreement and this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The Two Penn Plaza Master Servicer shall be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Two Penn Plaza Co-Lender Agreement. The UBS Mortgage Loan Combination Intercreditor AgreementSeller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d). This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. This Agreement may not be amended in any manner that would materially and adversely affect the rights of any such third-party beneficiary without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The GIC Office Master Servicer shall be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor GIC Office Co-Lender Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. This Agreement may not be amended in any manner that would materially and adversely affect the rights of any such third-party beneficiary without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Lehman Brothers, to terminate the Trust Fund pursuant to Section 9.00. Xxch of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder The Mortgage Loan Seller shall be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein in the second paragraph of Section 2.01(d). The Mortgage Loan Seller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in Section 3.20(k). LBHI and under the related Loan Combination Intercreditor AgreementLehman Brothers shall be third-party beneficiaries to this Agreemenx xxxx respect to their rights as specifically provided for in Section 8.15. This Agreement may not be amended in any manner that would materially and adversely affect the rights of any third such third-party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any third party beneficiary hereof without its consent. The 2005-C19 Master Servicer, the LB-UBS 2005-C3 Master Servicer and the MSCI 2005-HQ6 Master Servicer shall be third party beneficiaries to this Agreement solely with respect to the reimbursement of nonrecoverable advances made by such party under the 2005-C19 Pooling and Servicing Agreement, the LB-UBS 2005-C3 Pooling and Servicing Agreement and the MSCI 2005-HQ6 Pooling and Servicing Agreement, as applicable, as provided in Section 3.05, and with respect to "additional trust fund expenses" with respect to the U-Haul Portfolio Loan or the 101 Avenue of the Americas Loan, pursuant to the MSCI 2005-HQ6 Pooling and Servicing Agreement or the LB-UBS 2005-C3 Pooling and Servicing Agreement, as applicable, or, in the case of the AmericasMart Loan, other expenses that relate to the servicing of the AmericasMart Loan pursuant to the 2005-C19 Pooling and Servicing Agreement, in each case as provided in Section 3.05. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement; provided that the Companion Holders, the Class A-3SF Swap Counterparty and the Class A-MFL Swap Counterparty are intended third party beneficiaries hereunder.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.23(d) and, in the case of a Mortgage Loan Seller, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.223.23, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder The Companion Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of the Companion Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. Each Lead Master Servicer, Lead Special Servicer, Lead Trustee and Lead Fiscal Agent shall be third party beneficiaries to this Agreement solely with respect to (i) the reimbursement of nonrecoverable advances made by such Non-Trust Noteholder party under the Lead PSA, as provided in Section 3.05 hereof and (ii) the indemnification of the Lead Master Servicer, Lead Trustee, Lead Fiscal Agent and Lead Special Servicer, as provided in Section 6.03. Any Subsequent Master Servicer, Subsequent Trustee and Subsequent Fiscal Agent shall be a third party beneficiary to this Agreement solely with respect to its rights as specifically provided for herein the recoverability of any back-up P&I Advances pursuant to Section 3.05A, and to the extent required under the related Co-Lender Agreement. Each of the Master Servicer and the Special Servicer acknowledges that upon the securitization of a Serviced Pari Passu Companion Loan, the Subsequent Trustee will be the owner of such Mortgage Note and that, pursuant to the Subsequent PSA, the Subsequent Master Servicer will be entitled to enforce the rights of the Subsequent Trustee with respect to such Loan Combination Intercreditor under the related Co-Lender Agreement and this Agreement. In the event that one, but not both, of the Mortgage Notes with respect to either the Mall St. Matthews Mortgage Loan or the North Star Mall Mortgage Loan are repuxxxxxxx, the holder of the repurchased Mortgage Note shall be a third party beneficiary of this Agreement to the same extent as if they were Companion Loan Noteholders, as contemplated by Section 3.29. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The One Lincoln Street Master Servicer shall be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related One Lincoln Street Co-Lender Agreement. The World Apparel Center Master Servicer shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the World Apparel Center Co-Lender Agreement. The UBS Mortgage Loan Combination Intercreditor AgreementSeller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d). This Agreement may not be amended in any manner that would materially and adversely affect the rights of any third such third-party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. The WBCMT Series 2007-C30 Master Servicer and the WBCMT Series 2007-C30 Special Servicer shall each be a third party beneficiary to this Agreement with respect to the rights as specifically provided for herein and under the Peter Cooper Village axx Xxxxxxxxxt Town Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any third party beneficiary hereof without its consentconsent (such consent not to be unreasonably withheld, conditioned, or delayed). No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Lehman Brothers, to xxxxxxate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders and any depositors of securitizations including Serviced Non-Trust Mortgage Loans shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The Outside Master Servicer and Outside Special Servicer in respect of each Outside Serviced Trust Mortgage Loan, and the depositor and trustee for any Non-Trust Mortgage Loan Securitization Trust, shall each be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Co-Lender Agreement. Each Unaffiliated Mortgage Loan Combination Intercreditor AgreementSeller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d). LBHI shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in Section 3.20(k). LBHI and Lehman Brothers shalx xx xhird-party beneficiaries to this Agreement with respect to their rights as specifically provided for in Section 8.15. This Agreement may not be amended in any manner that would materially and adversely affect the rights of any third such third-party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust The _______________ Companion Loan Noteholder and any designee designees thereof acting on behalf of or exercising the rights of such Non-Trust the _______________ Companion Loan Noteholder shall be a third third-party beneficiary beneficiaries to this Agreement with respect to its their rights as specifically provided for herein herein. The _______________ Trustee and under the related Loan Combination Intercreditor Agreement_______________ Fiscal Agent shall be third-party beneficiaries to this Agreement solely with respect to reimbursement of P&I Advances made by such Persons, with interest, as provided in Section 3.05A hereof. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust The UBS Warburg Building Companion Loan Noteholder and any designee designees thereof acting on behalf of or exercising the rights of such Non-Trust the UBS Warburg Building Companion Loan Noteholder shall be a third third-party beneficiary beneficiaries to this Agreement with respect to its their rights as specifically provided for herein herein. The UBS Warburg Building Trustee and under the related Loan Combination Intercreditor AgreementUBS Warburg Building Fiscal Agent shall be third-party beneficiaries to this Agreement solely with respect to reimbursement of P&I Advances made by such Persons, with interest, as provided in Section 3.05A hereof. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The Sangertown Square Master Servicer shall be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Sangertown Square Co-Lender and Servicing Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. This Agreement may not be amended in any manner that would materially and adversely affect the rights of any such third-party beneficiary without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.23(d) and, in the case of a Mortgage Loan Seller, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 ninety (90) days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.223.23, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 12.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.0912.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.0912.09. Each Non-Trust Noteholder The Companion Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such Nonthe Companion Loan Noteholders shall be third-Trust Noteholder party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. Any Subsequent Master Servicer and Subsequent Trustee shall be a third party beneficiary to this Agreement solely with respect to its rights as specifically provided for herein the recoverability of any back-up P&I Advances pursuant to Section 3.05A, and to the extent required under the related Co-Lender Agreement. Each of the Master Servicer and the Special Servicer acknowledges that upon the securitization of a Serviced Pari Passu Companion Loan, the Subsequent Trustee will be the owner of such Mortgage Note and that, pursuant to the Subsequent PSA, the Subsequent Master Servicer will be entitled to enforce the rights of the Subsequent Trustee with respect to such Loan Combination Intercreditor under the related Co-Lender Agreement and this Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Lehman Brothers, to terminate the Trust Fund pursuant tx Xxxxion 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders and any depositors of securitizations including Serviced Non-Trust Mortgage Loans shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The Outside Master Servicer and Outside Special Servicer in respect of each Outside Serviced Trust Mortgage Loan, and the depositor and trustee for any Non-Trust Mortgage Loan Securitization Trust, shall each be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Co-Lender Agreement. Each Unaffiliated Mortgage Loan Combination Intercreditor AgreementSeller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d), LBHI shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in Section 3.20(k). LBHI and Lehman Brothers shall be third-party beneficiaries to txxx Xxreement with respect to their rights as specifically provided for in Section 8.15. This Agreement may not be amended in any manner that would materially and adversely affect the rights of any third such third-party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Xxxxxx Brothers Inc. shall be a third party beneficiary to this Agreement with respect to its rights to receive the reports, statements and other information to which it is entitled hereunder, to preserve its rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.223.22(d), provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the its rights of any as a third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The 000 Xxxxx Xxxxxx Master Servicer shall be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related 000 Xxxxx Xxxxxx Co-Lender Agreement. The UBS Mortgage Loan Combination Intercreditor AgreementSeller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d). This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. This Agreement may not be amended in any manner that would materially and adversely affect the rights of any such third-party beneficiary without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The Outside Master Servicer and Outside Special Servicer in respect of each Outside Serviced Trust Mortgage Loan, and the depositor and trustee for any Non-Trust Mortgage Loan Securitization Trust, shall each be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Co-Lender Agreement. The KeyBank Mortgage Loan Combination Intercreditor AgreementSeller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d). The UBS Mortgage Loan Seller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d). LBHI shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in Section 3.20(k). LBHI and Xxxxxx Brothers shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for in Section 8.15. This Agreement may not be amended in any manner that would materially and adversely affect the rights of any third such third-party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.23(d) and, in the case of a Mortgage Loan Seller, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.223.23, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 12.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.0912.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement12.09. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. The [Other Series] Master Servicer and the [Other Series] Special Servicer shall each be a third-party beneficiary to this Agreement with respect to the rights as specifically provided for herein and under the [Blackacre] Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations holder of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder Serviced Companion Loan and any designee designees thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder holder of a Serviced Companion Loan and each Swap Counterparty shall be a third third-party beneficiary beneficiaries to this Agreement with respect to its their rights as specifically provided for herein and under herein, subject, in the case of each Swap Counterparty, to the limited recourse provisions of the related Loan Combination Intercreditor Swap Agreement. This Agreement may not be amended Except as provided in any manner that would adversely affect this Section 12.08 and in the rights second paragraph of any third party beneficiary hereof without its consent. No Section 2.03(c), no other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement. Each of the Trustee and the Servicer acknowledge that each of the Non-Serviced Mortgage Loan Depositor, the Non-Serviced Mortgage Loan Servicer, the Non-Serviced Mortgage Loan Special Servicer or the Non-Serviced Mortgage Loan Trustee is an intended third-party beneficiary under this Agreement with respect to any provisions herein relating to indemnification, reimbursement or notification of such Non-Serviced Mortgage Loan Depositor, Non-Serviced Mortgage Loan Servicer, Non-Serviced Mortgage Loan Special Servicer or Non-Serviced Mortgage Loan Trustee.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by SECTION 3.22(d) and to terminate the Trust Fund pursuant to SECTION 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 60 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.22SECTION 3.22(d), provided PROVIDED that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section SECTION 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section SECTION 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section SECTION 11.09. Each Non-Trust Noteholder The Companion Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third third-party beneficiary beneficiaries to this Agreement with respect to its their rights as specifically provided for herein herein. The Cherry Creek Mall Trustee, the Cherry Creek Mall Fiscal Agent, the Annapolis Mall Trustee, the Annapolis Mall Fiscal Agent, Westfield Portfolio Trustee, the Westfield Portfolio Fiscal Agent, the Sangertown Square Trustee and under the related Loan Combination Intercreditor AgreementSangertown Square Fiscal Agent shall be third-party beneficiaries to this Agreement solely with respect to reimbursement of P&I Advances made by such Persons, with interest, as provided in SECTION 3.05A hereof. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. No other person, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third-party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third third-party beneficiary pursuant to this Section 11.09. Each The Non-Trust Noteholder Mortgage Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of such the Non-Trust Noteholder Mortgage Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. The Outside Master Servicer and Outside Special Servicer in respect of each Outside Serviced Trust Mortgage Loan shall be a third third-party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Co-Lender Agreement. The UBS Mortgage Loan Combination Intercreditor AgreementSeller shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in the second paragraph of Section 2.01(d). LBHI shall be a third-party beneficiary to this Agreement with respect to its rights as specifically provided for in Section 3.20(k). LBHI and Xxxxxx Brothers shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for in Section 8.15. This Agreement may not be amended in any manner that would materially and adversely affect the rights of any third such third-party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. The XX Xxxxxx Series 2006-LDP8 Master Servicer and the XX Xxxxxx Series 2006-LDP8 Special Servicer shall each be a third party beneficiary to this Agreement with respect to the rights as specifically provided for herein and under the Park La Brea Apartments Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.22(d). Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Xxxxxx Brothers Inc. shall be a third party beneficiary to this Agreement with respect to its rights under Section 3.02(c) and its rights to receive the reports, statements and other information to which it is entitled hereunder, to preserve its rights under Sub-Servicing Agreements as contemplated by Section 3.22(d) and to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.223.22(d), provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the its rights of any as a third party beneficiary hereof without its consent. No other person, including, without limitation, any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder and, in the case of Xxxxxx Brothers, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.22, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder and any designee thereof acting on behalf of or exercising the rights of such Non-Trust Noteholder shall be a third party beneficiary to this Agreement with respect to its rights as specifically provided for herein and under the related Loan Combination Intercreditor Agreement. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.. 225

Successors and Assigns; Beneficiaries. The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. Each Underwriter shall be a third party beneficiary to this Agreement solely with respect to its right to receive the reports, statements and other information to which it is entitled hereunder, to preserve such Underwriter's rights under Sub-Servicing Agreements as contemplated by Section 3.23(d) and, in the case of a Mortgage Loan Seller, to terminate the Trust Fund pursuant to Section 9.01. Each of the Sub-Servicers that is a party to a Sub-Servicing Agreement in effect on the Closing Date (or being negotiated as of the Closing Date and in effect within 90 days thereafter) shall be a third-third party beneficiary to the obligations of a successor Master Servicer under Section 3.223.23, provided that the sole remedy for any claim by a Sub-Servicer as a third party beneficiary pursuant to this Section 11.09 shall be against a successor Master Servicer solely in its corporate capacity and no Sub-Servicer shall have any rights or claims against the Trust Fund or any party hereto (other than a successor Master Servicer in its corporate capacity as set forth in this Section 11.09) as a result of any rights conferred on such Sub-Servicer as a third party beneficiary pursuant to this Section 11.09. Each Non-Trust Noteholder The Companion Loan Noteholders and any designee designees thereof acting on behalf of or exercising the rights of the Companion Loan Noteholders shall be third-party beneficiaries to this Agreement with respect to their rights as specifically provided for herein. Each Lead Master Servicer, Lead Special Servicer, Lead Trustee and Lead Fiscal Agent shall be third party beneficiaries to this Agreement solely with respect to (i) the reimbursement of nonrecoverable advances made by such Non-Trust Noteholder party under the Lead PSA, as provided in Section 3.05 hereof and (ii) the indemnification of the Lead Master Servicer, Lead Trustee, Lead Fiscal Agent and Lead Special Servicer, as provided in Section 6.03. Any Subsequent Master Servicer, Subsequent Trustee and Subsequent Fiscal Agent shall be a third party beneficiary to this Agreement solely with respect to its rights as specifically provided for herein the recoverability of any back-up P&I Advances pursuant to Section 3.05A, and to the extent required under the related Co-Lender Agreement. Each of the Master Servicer and the Special Servicer acknowledges that upon the securitization of a Serviced Pari Passu Companion Loan, the Subsequent Trustee will be the owner of such Mortgage Note and that, pursuant to the Subsequent PSA, the Subsequent Master Servicer will be entitled to enforce the rights of the Subsequent Trustee with respect to such Loan Combination Intercreditor under the related Co-Lender Agreement and this Agreement. In the event that one, but not both, of the Mortgage Notes with respect to either the Deerbrook Mall Mortgage Loan, the Southland Mall Mortgage Loan or the Water Tower Place Trust Loan are repurchased, the holder of the repurchased Mortgage Note shall be a third party beneficiary of this Agreement to the same extent as if they were Companion Loan Noteholders, as contemplated by Section 3.29. This Agreement may not be amended in any manner that would adversely affect the rights of any such third party beneficiary hereof without its consent. No other personPerson, including, without limitation, including any Mortgagor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement.