Common use of Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping Clause in Contracts

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Loan, the Special Servicer shall promptly give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 71 contracts

Samples: Pooling and Servicing Agreement (Benchmark 2019-B14 Mortgage Trust), Pooling and Servicing Agreement (CF 2019-Cf3 Mortgage Trust), Pooling and Servicing Agreement (UBS Commercial Mortgage Trust 2019-C18)

AutoNDA by SimpleDocs

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related any applicable Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) Holder, any applicable Consulting Party and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Loan, the Special Servicer shall promptly give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Loan information, including written or electronic correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 30 contracts

Samples: Pooling and Servicing Agreement (BMO 2022-C3 Mortgage Trust), Pooling and Servicing Agreement (BMO 2022-C2 Mortgage Trust), Pooling and Servicing Agreement (Citigroup Commercial Mortgage Trust 2022-Gc48)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become that had otherwise been a Specially Performing Serviced Mortgage Loan, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof (or, if applicable, the Special Servicer shall immediately give notice thereof to the Special Master Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), and the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and Master Servicer shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan Mortgage Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of each related Servicing Transfer Event (or of notice of the occurrence of such Serviced Loan until Servicing Transfer Event, if applicable); provided, however, that if the Special Servicer has commenced the servicing of such Serviced Loaninformation, which shall occur upon the receipt documents and records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may conclusively rely on the Master Servicer. The 's determination (and the Master Servicer shall forward any notices it would otherwise send may conclusively rely on the Special Servicer's determination, as applicable) that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Serviced Mortgage Loan's becoming a Specially Serviced Loan to the Mortgage Loan. The Special Servicer who shall send such notice not be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related MortgagorMaster Servicer's failure to deliver information, documents or records with respect to any Specially Serviced Mortgage Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall within five (5) Business Days of such occurrence return the related Servicing File, together with any and all new information, documents and records relating to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion subject Mortgage Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Serviced Mortgage Loan upon its becoming a Corrected Mortgage Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 18 contracts

Samples: Pooling and Servicing Agreement (LB-UBS Commercial Mortgage Trust 2005-C5), Pooling and Servicing Agreement (Lb-Ubs Commercial Mortgage Trust 2006-C1), Pooling and Servicing Agreement (LB-UBS Commercial Mortgage Trust 2005-C7)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan CombinationWhole Loan), the Operating Advisor, the Certificate Administrator, the Trustee, the related any applicable Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) Holder, any applicable Consulting Party and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Loan, the Special Servicer shall promptly give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Loan information, including written or electronic correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 9 contracts

Samples: Pooling and Servicing Agreement (BMO 2023-C7 Mortgage Trust), Pooling and Servicing Agreement (BMO 2023-C7 Mortgage Trust), Pooling and Servicing Agreement (Benchmark 2024-V11 Mortgage Trust)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially Serviced Loanand if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the each related Servicing Transfer Event. The Special Servicer has commenced the servicing of such Serviced may, as to any delinquent Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan prior to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to occurrence of a Servicing Transfer Event with respect thereto, request and obtain the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagorforegoing documents and information. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly give written notice thereof thereof, and return the related Servicing File, to the Master Servicer and upon giving such notice, and returning such Servicing File, to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Loan that is not a Specially Serviced Loan in accordance with this Agreement shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding other provisions in this Agreement to the preceding paragraphcontrary, the Master Servicer shall remain responsible for the billing and collection, accounting, data collection, reporting and other basic Master Servicer administrative functions with respect to make payments to the Special ServicerSpecially Serviced Mortgage Loans, upon such determination, provided that the Special Servicer shall instruct establish procedures for the Master Servicer as to the application of receipts and tendered payments and shall have the exclusive responsibility for and authority over all contacts with and notices to Mortgagors and similar matters relating to each Specially Serviced Mortgage Loan and the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master ServicerMortgaged Property. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 8 contracts

Samples: Pooling and Servicing Agreement (Gmac Commercial Mortgage Securities Inc), Pooling and Servicing Agreement (Gmac Commercial Mortgage Securities Inc), Pooling and Servicing Agreement (Gmac Commercial Mortgage Securities Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Multifamily Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event together with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File related Mortgage File, to the a Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the such Special Servicer with all information, documents (but excluding the original documents constituting the such Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Multifamily Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-ServicerSubservicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Multifamily Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Multifamily Loan (i) if the Master Servicer does not exercise such discretion or (ii) until the Special Servicer has commenced the servicing of such Serviced Multifamily Loan, which shall occur upon the receipt by the Special Servicer of the Servicing Fileinformation, documents and records referred to in the preceding sentence. No later than 10 Business Days before the Master Servicer is required to deliver a copy of the Mortgage File to the Special Servicer, it shall review the Mortgage File and request from the Indenture Trustee any material documents that it is aware are missing from the Mortgage File to the extent that the Indenture Trustee has such documents. With respect to each such Serviced Multifamily Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Multifamily Loan is no longer a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence Servicer and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loansnotice, the Special Servicer’s 's obligation to service such Serviced Multifamily Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Multifamily Loan as a Serviced Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian Indenture Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer, including, without limitation, electronic data and/or files in CMSA IRP format. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the The Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Mortgage Loans and, upon request, and shall provide the any Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possessionAgreement. Upon request, the Any Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor reasonably requires to perform its duties under this Agreement. (d) In the event that the Special Servicer is required under the terms of this Agreement to service, or perform any of its duties hereunder with respect to, a Mortgage Loan that is not a Specially Serviced Mortgage Loan, the extent such information Master Servicer shall provide the Special Servicer with a copy of any document contained in the Mortgage File that is within necessary for the Special Servicer to perform any of its duties hereunder. Upon request, the Master Servicer shall provide the Special Servicer’s possession, at the Special Servicer's expense, with a copy of any document contained in the Mortgage File that is not currently necessary for the Special Servicer to perform its duties hereunder.

Appears in 8 contracts

Samples: Servicing Agreement (Imh Assets Corp Impac CMB Trust Series 2003-4), Servicing Agreement (IMPAC CMB Trust Series 2004-10), Servicing Agreement (Imh Assets Corp Collateralized Asset Backed Bonds Ser 2004 3)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially Serviced Loanand if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagordelivery. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicerthereof, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, and shall return the related Directing Holder (prior to the occurrence Servicing File and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andall other information, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice documents and the return records that were not part of the Servicing File when it was delivered to the Special Servicer within five Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 8 contracts

Samples: Pooling and Servicing Agreement (Commercial Mortgage Pass THR Cert Ser 1998-C2), Pooling and Servicing Agreement (First Union Commercial Mortgage Securities Inc), Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly give written notice thereof thereof, and return the related Servicing File, to the Master Servicer and upon giving such notice, and returning such Servicing File, to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding other provisions in this Agreement to the preceding paragraphcontrary, the Master Servicer shall remain responsible for the accounting, data collection, reporting and other basic Master Servicer administrative functions with respect to make payments to the Special ServicerSpecially Serviced Mortgage Loans, upon such determination, provided that the Special Servicer shall instruct establish procedures for the Master Servicer as to the application of receipts and tendered payments and shall have the exclusive responsibility for and authority over all contacts (including billing and collection) with and notices to Mortgagors and similar matters relating to each Specially Serviced Mortgage Loan and the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly Mortgaged Property. Also notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master ServicerServicer with respect to any such Mortgage Loan upon its becoming a Corrected Mortgage Loan, the Master Servicer and the Special Servicer shall each transfer to the other, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Group. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within contemplated by the definition of "Mortgage File" and generated while such Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special ServicerMortgagor generated while such Mortgage Loan is a Specially Serviced Mortgage Loan. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under anything in this Agreement to the extent such information is within contrary, in the Master Servicer’s possession. Upon request, the Special Servicer shall provide event that the Master Servicer and the Operating Advisor with any information reasonably Special Servicer are the same Person, all notices, certificates, information, consents and documents required to be given or delivered by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent Special Servicer or vice versa shall be deemed to be given or delivered, as the case may be, without the necessity of any action on such information is within the Special Servicer’s possessionPerson's part.

Appears in 7 contracts

Samples: Pooling and Servicing Agreement (Nationslink Funding Corp), Pooling and Servicing Agreement (Nationslink Funding Corp), Pooling and Servicing Agreement (Banc of America Commercial Mortgage Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Mortgage Loan or Serviced Whole Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan CombinationWhole Loan), the Operating Advisor, the Certificate Administrator, the TrusteeTrustee and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan or Serviced Whole Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Mortgage Loan and/or Serviced Companion Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Mortgage Loan and/or Serviced Companion Loan until the Special Servicer has commenced the servicing of such Mortgage Loan and/or Serviced Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Mortgage Loan and/or Serviced Companion Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Mortgage Loan and/or Serviced Companion Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan HolderHolder and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Mortgage Loan and/or Serviced Companion Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Mortgage Loan and/or Serviced Companion Loan shall terminate and the obligations of the Master Servicer to service and administer such Mortgage Loan and/or Serviced Companion Loan as a Mortgage Loan and/or Serviced Companion Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Mortgage Loan or Serviced Whole Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 6 contracts

Samples: Pooling and Servicing Agreement (CSAIL 2016-C6 Commercial Mortgage Trust), Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2015-Ubs8), Pooling and Servicing Agreement (CSAIL 2015-C4 Commercial Mortgage Trust)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, and shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 6 contracts

Samples: Pooling and Servicing Agreement (Benchmark 2021-B23 Mortgage Trust), Pooling and Servicing Agreement (GS Mortgage Securities Trust 2015-Gc32), Pooling and Servicing Agreement (Citigroup Commercial Mortgage Trust 2015-Gc29)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially or Serviced LoanLoan Combination, the applicable Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder (and to the related Serviced Pari Passu Companion Loan Holder(s)), and if the applicable Master Servicer is not also the applicable Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination)applicable Master Servicer shall promptly give notice thereof to the applicable Special Servicer, the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the applicable Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the applicable Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan or Serviced Loan Combination and reasonably requested by the applicable Special Servicer to enable it the applicable Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the applicable Master Servicer to the applicable Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls (or, with respect to Co-op Mortgage Loans, maintenance schedules), Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the applicable Master Servicer (or any Sub-Servicer thereof). The applicable Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the applicable Master Servicer is not also the applicable Special Servicer, the applicable Special Servicer shall promptly immediately give written notice thereof to the applicable Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative and the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder Majority Subordinate Certificateholder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanServiced Pari Passu Companion Loan Holder(s)) and, for posting and shall return the related Servicing File within five (5) Business Days to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon applicable Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the applicable Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the applicable Special Servicer’s obligation to service such Serviced Mortgage Loan or Serviced Loan Combination and the applicable Special Servicer’s right to receive the Special Servicing Fee with respect to such Serviced Mortgage Loan or Serviced Loan Combination, shall terminate terminate, and the obligations of the applicable Master Servicer to service and administer such Serviced Mortgage Loan or Serviced Loan Combination shall resume. Notwithstanding anything herein to the contrary, in connection with the transfer to the applicable Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a Serviced result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the applicable Master Servicer with respect to any such Cross-Collateralized Mortgage Loan that is not upon its becoming a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determinationCorrected Mortgage Loan, the applicable Master Servicer and the applicable Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the applicable Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special applicable Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and Borrower generated while the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicersubject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the The applicable Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with applicable Special Servicer shall each furnish to the other, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any information Serviced Mortgage Loan or Administered REO Property and as shall be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to any Serviced Mortgage Loan, Serviced Loan Combination or Administered REO Property, each of the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the applicable Master Servicer and the Operating Advisor applicable Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, until such time as a Serviced Mortgage Loan becomes a Specially Serviced Mortgage Loan, neither the General Special Servicer nor any of its Affiliates shall contact the related Borrower or any key principal of such Borrower about such Serviced Mortgage Loan without the prior consent of the applicable Master Servicer; provided, that the General Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the General Special Servicer, contacts the General Special Servicer with the purpose of refinancing such Serviced Mortgage Loan. The General Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as General Special Servicer or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the General Special Servicer or any of its Affiliates to refinance a Serviced Mortgage Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the General Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Serviced Mortgage Loan or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the General Special Servicer from pursuing such refinancing for (y) any Serviced Mortgage Loan that is a Specially Serviced Mortgage Loan, or (z) any Serviced Mortgage Loan that is within 180 days of its Stated Maturity Date (or if such Mortgage Loan is an ARD Mortgage Loan, its Anticipated Repayment Date) if, after written inquiry by the General Special Servicer to the General Master Servicer, the General Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 6 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2014-C14), Pooling and Servicing Agreement (Morgan Stanley Bank of America Merrill Lynch Trust 2014-C15), Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2014-Lc14)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Mortgage Loan or Serviced Whole Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan CombinationWhole Loan), the Operating Advisor, the Certificate Administrator, the TrusteeTrustee and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan or Serviced Whole Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Mortgage Loan and/or Serviced Companion Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Mortgage Loan and/or Serviced Companion Loan until the Special Servicer has commenced the servicing of such Mortgage Loan and/or Serviced Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Mortgage Loan and/or Serviced Companion Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Mortgage Loan and/or Serviced Companion Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan HolderHolder and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Mortgage Loan and/or Serviced Companion Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Mortgage Loan and/or Serviced Companion Loan shall terminate and the obligations of the Master Servicer to service and administer such Mortgage Loan and/or Serviced Companion Loan as a Mortgage Loan and/or Serviced Companion Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Mortgage Loan or Serviced Whole Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, and shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2017-H1), Pooling and Servicing Agreement (Citigroup Commercial Mortgage Trust 2014-Gc23), Pooling and Servicing Agreement (GS Mortgage Securities Trust 2014-Gc22)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof notify the Trustee, the Special Servicer and the Controlling Class Representative (and with respect to a Loan Combination, the related Non-Trust Noteholder(s)), and if the Master Servicer is not also the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and Master Servicer shall promptly deliver or cause to be delivered a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan the Mortgage Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicerthereto. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. After the related Mortgagor to continue to remit all occurrence of a Servicing Transfer Event, the Special Servicer shall collect payments in respect of on such Serviced Mortgage Loan and make remittances to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagorin accordance with Section 3.04. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, Servicer and the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Controlling Class Representative (and with respect to a Loan HolderCombination, the related Directing Holder (prior to the occurrence Non-Trust Noteholder(s)), and continuance of a Consultation Termination Event with respect to shall return the related Mortgage Loan) andServicing File and all other information, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice documents and the return records that were not part of the Servicing File when it was delivered to the Special Servicer within five Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (Merrill Lynch Mortgage Trust 2005-Cki1), Pooling and Servicing Agreement (MLCFC Commercial Mortgage Trust Series 2006-1), Pooling and Servicing Agreement (Merrill Lynch Mortgage Trust 2005-Cki1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially or Serviced LoanLoan Combination, the Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder (and to the related Serviced Companion Loan Holder(s)), and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan or Serviced Loan Combination and reasonably requested by the Special Servicer to enable it the Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the Master Servicer to the Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls, Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the Master Servicer (or any Sub-Servicer thereof). The Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative and the Certificate Administrator, any Majority Subordinate Certificateholder (and to the related Serviced Companion Loan Holder, Holder(s)) and shall return the related Directing Holder Servicing File within five (prior 5) Business Days to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan or Serviced Loan Combination and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Serviced Mortgage Loan or Serviced Loan Combination, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan or Serviced Loan Combination shall resume. Notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a Serviced result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Cross-Collateralized Mortgage Loan that is not upon its becoming a Specially Serviced Loan shall resume. In additionCorrected Mortgage Loan, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, Borrower generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing each furnish to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans andother, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any Serviced Mortgage Loan or Administered REO Property and as shall provide the Special Servicer and the Operating Advisor with any information be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to the extent such information is within the Master Servicer’s possession. Upon requestany Serviced Mortgage Loan, the Special Servicer shall provide Serviced Loan Combination or Administered REO Property, each of the Master Servicer and the Operating Advisor Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, until such time as a Serviced Mortgage Loan becomes a Specially Serviced Mortgage Loan or except in connection with a Material Action or Special Servicer Decision that is being processed by the Special Servicer, neither the Special Servicer nor any of its Affiliates shall contact the related Borrower or any key principal of such Borrower about such Serviced Mortgage Loan without the prior consent of the Master Servicer; provided that the Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the Special Servicer, contacts the Special Servicer with the purpose of refinancing such Serviced Mortgage Loan. The Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as Special Servicer or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the Special Servicer or any of its Affiliates to refinance a Serviced Mortgage Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Serviced Mortgage Loan (or Serviced Loan Combination, as applicable) or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the Special Servicer from pursuing such refinancing for (y) any Serviced Mortgage Loan that is a Specially Serviced Mortgage Loan, or (z) any Serviced Mortgage Loan (or Serviced Loan Combination, as applicable) that is within 180 days of its Stated Maturity Date (or if such Mortgage Loan is an ARD Mortgage Loan, its Anticipated Repayment Date) if, after written inquiry by the Special Servicer to the Master Servicer, the Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (COMM 2015-Lc19 Mortgage Trust), Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2015-C29), Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2015-Lc20)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become that had otherwise been a Specially Performing Serviced Mortgage Loan, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give written notice thereof (or, if applicable, the Special Servicer shall promptly give notice thereof to the Special Master Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), and the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and Master Servicer shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan Mortgage Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of each related Servicing Transfer Event (or of notice of the occurrence of such Serviced Loan until Servicing Transfer Event, if applicable); provided, however, that if the Special Servicer has commenced the servicing of such Serviced Loaninformation, which shall occur upon the receipt documents and records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may conclusively rely on the Master Servicer. The 's determination (and the Master Servicer shall forward any notices it would otherwise send may conclusively rely on the Special Servicer's determination, as applicable) that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Serviced Mortgage Loan's becoming a Specially Serviced Loan to the Mortgage Loan. The Special Servicer who shall send such notice not be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related MortgagorMaster Servicer's failure to deliver information, documents or records with respect to any Specially Serviced Mortgage Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall within five (5) Business Days of such occurrence return the related Servicing File, together with any and all new information, documents and records relating to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion subject Mortgage Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Serviced Mortgage Loan upon its becoming a Corrected Mortgage Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (LB Commercial Mortgage Trust 2007-C3), Pooling and Servicing Agreement (LB-UBS Commercial Mortgage Trust 2007-C6), Pooling and Servicing Agreement (LB-UBS Commercial Mortgage Trust 2007-C2)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially or Serviced LoanLoan Combination, the Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative (other than with respect to any Excluded Loan) and the Majority Subordinate Certificateholder (other than with respect to any Excluded Loan) (and to the related Serviced Companion Loan Holder(s)), and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan or Serviced Loan Combination and reasonably requested by the Special Servicer to enable it the Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the Master Servicer to the Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls, Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the Master Servicer (or any Sub-Servicer thereof). The Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative (other than with respect to any Excluded Loan) and the Certificate Administrator, Majority Subordinate Certificateholder (other than with respect to any Excluded Loan) (and to the related Serviced Companion Loan Holder, Holder(s)) and shall return the related Directing Holder Servicing File within five (prior 5) Business Days to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan or Serviced Loan Combination and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Serviced Mortgage Loan or Serviced Loan Combination, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan or Serviced Loan Combination shall resume. Notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a Serviced result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Cross-Collateralized Mortgage Loan that is not upon its becoming a Specially Serviced Loan shall resume. In additionCorrected Mortgage Loan, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, Borrower generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing each furnish to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans andother, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any Serviced Mortgage Loan or Administered REO Property and as shall provide the Special Servicer and the Operating Advisor with any information be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to the extent such information is within the Master Servicer’s possession. Upon requestany Serviced Mortgage Loan, the Special Servicer shall provide Serviced Loan Combination or Administered REO Property, each of the Master Servicer and the Operating Advisor Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, until such time as a Serviced Mortgage Loan becomes a Specially Serviced Mortgage Loan, neither the Special Servicer nor any of its Affiliates shall contact the related Borrower or any key principal of such Borrower about such Serviced Mortgage Loan without the prior consent of the Master Servicer; provided that the Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the Special Servicer, contacts the Special Servicer with the purpose of refinancing such Serviced Mortgage Loan. The Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as Special Servicer or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the Special Servicer or any of its Affiliates to refinance a Serviced Mortgage Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Serviced Mortgage Loan (or Serviced Loan Combination, as applicable) or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the Special Servicer from pursuing such refinancing for (y) any Serviced Mortgage Loan that is a Specially Serviced Mortgage Loan, or (z) any Serviced Mortgage Loan (or Serviced Loan Combination, as applicable) that is within 180 days of its Stated Maturity Date (or if such Mortgage Loan is an ARD Mortgage Loan, its Anticipated Repayment Date) if, after written inquiry by the Special Servicer to the Master Servicer, the Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2015-C28), Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2015-C29), Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2015-Nxs1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan CombinationWhole Loan), the Operating Advisor, the Certificate Administrator, the Trustee, the related any applicable Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) Holder, any applicable Consulting Party and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Loan, the Special Servicer shall promptly give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer (with a copy of each such original to be delivered to the Master Servicer) ), and provide the Master Servicer with copies of any additional related Serviced Loan information, including material correspondence with the related Mortgagor, Mortgagor and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of extent not already provided in any analysis or internal review prepared by or for the benefit of the Special ServicerFinal Asset Status Report. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (BBCMS Mortgage Trust 2025-5c33), Pooling and Servicing Agreement (Benchmark 2025-V13 Mortgage Trust), Pooling and Servicing Agreement (Benchmark 2025-V13 Mortgage Trust)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially or Serviced LoanLoan Combination, the Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder (and to the related Serviced Pari Passu Companion Loan Holder(s)), and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Mortgage Loan or Serviced Loan Combination and reasonably requested by the Special Servicer to enable it the Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the Master Servicer to the Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls, Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the Master Servicer (or any Sub-Servicer thereof). The Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative and the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder Majority Subordinate Certificateholder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanServiced Pari Passu Companion Loan Holder(s)) and, for posting and shall return the related Servicing File within five (5) Business Days to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Mortgage Loan or Serviced Loan Combination and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Mortgage Loan or Serviced Loan Combination, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Mortgage Loan or Serviced Loan Combination shall resume. Notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a Serviced result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Cross-Collateralized Mortgage Loan that is not upon its becoming a Specially Serviced Loan shall resume. In additionCorrected Mortgage Loan, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, Borrower generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing each furnish to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans andother, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any Serviced Mortgage Loan or Administered REO Property and as shall provide the Special Servicer and the Operating Advisor with any information be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to the extent such information is within the Master Servicer’s possession. Upon requestany Serviced Mortgage Loan, the Special Servicer shall provide Serviced Loan Combination or Administered REO Property, each of the Master Servicer and the Operating Advisor Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, until such time as a Serviced Mortgage Loan becomes a Specially Serviced Mortgage Loan, neither the Special Servicer nor any of its Affiliates shall contact the related Borrower or any key principal of such Borrower about such Serviced Mortgage Loan without the prior consent of the Master Servicer; provided, however, that the Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the Special Servicer, contacts the Special Servicer with the purpose of refinancing such Serviced Mortgage Loan. The Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as “Special Servicer” or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the Special Servicer or any of its Affiliates to refinance a Serviced Mortgage Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Serviced Mortgage Loan or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the Special Servicer from pursuing such refinancing for (y) any Serviced Mortgage Loan that is a Specially Serviced Mortgage Loan, or (z) any Serviced Mortgage Loan that is within 180 days of its Stated Maturity Date (or if such Mortgage Loan is an ARD Mortgage Loan, its Anticipated Repayment Date) if, after written inquiry by the Special Servicer to the Master Servicer, the Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2012-Lc5), Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2012-Lc5), Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2012-C8)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Loan, the Special Servicer shall promptly give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.of

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Bank 2020-Bnk26), Pooling and Servicing Agreement (Benchmark 2020-B16 Mortgage Trust), Pooling and Servicing Agreement (Bank 2019-Bnk24)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially or Serviced LoanLoan Combination, the Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder (and to the related Serviced Pari Passu Companion Loan Holder(s)), and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan or Serviced Loan Combination and reasonably requested by the Special Servicer to enable it the Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the Master Servicer to the Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls (or, with respect to Co-op Mortgage Loans, maintenance schedules), Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the Master Servicer (or any Sub-Servicer thereof). The Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative and the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder Majority Subordinate Certificateholder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanServiced Pari Passu Companion Loan Holder(s)) and, for posting and shall return the related Servicing File within five (5) Business Days to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan or Serviced Loan Combination and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Serviced Mortgage Loan or Serviced Loan Combination, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan or Serviced Loan Combination shall resume. Notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a Serviced result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Cross-Collateralized Mortgage Loan that is not upon its becoming a Specially Serviced Loan shall resume. In additionCorrected Mortgage Loan, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, Borrower generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing each furnish to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans andother, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any Serviced Mortgage Loan or Administered REO Property and as shall provide the Special Servicer and the Operating Advisor with any information be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to the extent such information is within the Master Servicer’s possession. Upon requestany Serviced Mortgage Loan, the Special Servicer shall provide Serviced Loan Combination or Administered REO Property, each of the Master Servicer and the Operating Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, none of the Special Servicer, the Trust Advisor or any of their respective Affiliates shall contact the related Borrower or any key principal of such Borrower about any Serviced Mortgage Loan without the prior consent of the Master Servicer, unless (i) the related Borrower has initiated such contact, (ii) with respect to the Special Servicer, such Serviced Mortgage Loan (A) is a Specially Serviced Mortgage Loan or (B) is a Performing Mortgage Loan and such contact relates to a Material Action, or (iii) with respect to the Trust Advisor, such Serviced Mortgage Loan is a Specially Serviced Mortgage Loan and such contact relates to the Trust Advisor’s satisfaction of its obligations under this Agreement in the Trust Advisor’s reasonable judgment; provided, that the Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the Special Servicer, contacts the Special Servicer with the purpose of refinancing such Serviced Mortgage Loan. The Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as Special Servicer, under this Agreement or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the Special Servicer or any of its Affiliates to refinance a Serviced Mortgage Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Serviced Mortgage Loan or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the Special Servicer from pursuing such refinancing for (y) any Serviced Mortgage Loan that is a Specially Serviced Mortgage Loan, or (z) any Serviced Mortgage Loan that is within 180 days of its Stated Maturity Date (or if such Mortgage Loan is an ARD Mortgage Loan, its Anticipated Repayment Date) if, after written inquiry by the Special Servicer to the Master Servicer, the Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (SG Commercial Mortgage Securities, LLC), Pooling and Servicing Agreement (SG Commercial Mortgage Securities, LLC), Pooling and Servicing Agreement (RBS Commercial Funding Inc.)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanEvent) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanEvent) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, and shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (GS Mortgage Securities Trust 2014-Gc26), Pooling and Servicing Agreement (Citigroup Commercial Mortgage Trust 2014-Gc25), Pooling and Servicing Agreement (Citigroup Commercial Mortgage Trust 2014-Gc23)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Mortgage Loan or Serviced Whole Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan CombinationWhole Loan), the Operating Advisor, the Certificate Administrator, the TrusteeTrustee and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event (and other than with respect to any Excluded Loan then subject to an Exclusion Period), the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan or Serviced Whole Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Mortgage Loan and/or Serviced Companion Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Mortgage Loan and/or Serviced Companion Loan until the Special Servicer has commenced the servicing of such Mortgage Loan and/or Serviced Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Mortgage Loan and/or Serviced Companion Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Mortgage Loan and/or Serviced Companion Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan HolderHolder and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with (and other than in respect of any Excluded Loan then subject to an Exclusion Period), the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Mortgage Loan and/or Serviced Companion Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Mortgage Loan and/or Serviced Companion Loan shall terminate and the obligations of the Master Servicer to service and administer such Mortgage Loan and/or Serviced Companion Loan as a Mortgage Loan and/or Serviced Companion Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Mortgage Loan or Serviced Whole Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.its

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (CSAIL 2015-C3 Commercial Mortgage Trust), Pooling and Servicing Agreement (CSAIL 2015-C2 Commercial Mortgage Trust), Pooling and Servicing Agreement (CSAIL 2015-C1 Commercial Mortgage Trust)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially Serviced Loanor Loan Combination, the Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder (and to the related Companion Loan Holder(s)), and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan or Loan Combination and reasonably requested by the Special Servicer to enable it the Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the Master Servicer to the Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls, Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the Master Servicer (or any Sub-Servicer thereof). The Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative and the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder Majority Subordinate Certificateholder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanCompanion Loan Holder(s)) and, for posting and shall return the related Servicing File within five (5) Business Days to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan or Loan Combination and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Mortgage Loan or Loan Combination, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan or Loan Combination shall resume. Notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a Serviced result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Cross-Collateralized Mortgage Loan that is not upon its becoming a Specially Serviced Loan shall resume. In additionCorrected Mortgage Loan, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, Borrower generated while the subject Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing each furnish to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans andother, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any Mortgage Loan or REO Property and as shall provide the Special Servicer and the Operating Advisor with any information be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to the extent such information is within the Master Servicer’s possession. Upon requestany Mortgage Loan, the Special Servicer shall provide Loan Combination or REO Property, each of the Master Servicer and the Operating Advisor Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, until such time as a Mortgage Loan becomes a Specially Serviced Mortgage Loan, neither the Special Servicer nor any of its Affiliates shall contact the related Borrower or any key principal of such Borrower about such Mortgage Loan without the prior consent of the Master Servicer; provided, however, that the Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the Special Servicer, contacts the Special Servicer with the purpose of refinancing such Mortgage Loan. The Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as “Special Servicer” or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the Special Servicer or any of its Affiliates to refinance a Mortgage Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Mortgage Loan or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the Special Servicer from pursuing such refinancing for (y) any Mortgage Loan that is a Specially Serviced Mortgage Loan, or (z) any Mortgage Loan that is within 180 days of its Stated Maturity Date (or if such Mortgage Loan is an ARD Mortgage Loan, its Anticipated Repayment Date) if, after written inquiry by the Special Servicer to the Master Servicer, the Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2012-C8), Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2012-C7), Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2012-C7)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor Controlling Class Representative and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Subsub-Servicerservicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing Fileinformation, documents and records referred to in the preceding sentence. With respect to each such Serviced Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor Borrower to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer. If GMAC Commercial Mortgage Corporation ceases to be the Master Servicer or the Special Servicer, the successor Master Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Master Servicer. The Special Servicer shall remit to the Master Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor Borrower of such a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related MortgagorBorrower. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider Servicer and, upon giving such notice and the return of the Servicing File to the Master Servicernotice, such Serviced Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan in accordance with the first proviso of the definition of Specially Serviced Mortgage Loans, the Special Servicer’s 's obligation to service such Serviced Mortgage Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor Borrower has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor Borrower to remit all payments in respect of such Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related MortgagorBorrower, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Gs Mortgages Sec Corp Ii Com Mort Pas THR Cert Ser 1998-C1), Pooling and Servicing Agreement (Gs Mortgages Sec Corp Ii Com Mort Pas THR Cert Ser 1998-C1), Pooling and Servicing Agreement (Gs Mortgages Sec Corp Ii Com Mort Pas THR Cert Ser 1998-C1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become that had otherwise been a Specially Performing Serviced Loan, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence Servicer and continuance of a Consultation Termination Event with respect to any Loan Group to the related Mortgage Loan) andCompanion Loan Noteholder, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, that if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may conclusively rely on the Master Servicer. The Master Servicer shall forward any notices it would otherwise send 's determination that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Serviced Loan's becoming a Specially Serviced Loan to Loan. Neither the Master Servicer nor the Special Servicer who shall send such notice be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related Mortgagorother party's failure to deliver information, documents or records with respect to any Specially Serviced Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Loan has become a Corrected Loan, and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall within five Business Days of such occurrence return the related Servicing File, together with any and all new information, documents and records relating to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion subject Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Mortgage Loan upon its becoming a Corrected Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced LoanLoans, the Special Servicer shall provide to the Custodian originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Greenwich Capital Commercial Funding Corp. Commercial Mortgage Trust 2006-Gg7), Pooling and Servicing Agreement (Greenwich Capital Commercial Funding Corp), Pooling and Servicing Agreement (GCCFC 2005-Gg3)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, and shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2015-Nxs3), Pooling and Servicing Agreement (Citigroup Commercial Mortgage Trust 2015-Gc33), Pooling and Servicing Agreement (Citigroup Commercial Mortgage Trust 2015-P1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially Serviced Loanand if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable best efforts to comply effect compliance with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the each related Servicing Transfer Event. The Special Servicer has commenced the servicing of such Serviced may, as to any delinquent Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan prior to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send occurrence of a Servicing Transfer Event with respect thereto, request and obtain the foregoing documents and information in order to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagorperform its duties described in Section 3.02. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall return the related Servicing File within 10 Business Days, to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider ; and, upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" and generated while such Mortgage Loan is a Specially Serviced Mortgage Loan for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related MortgagorMortgagor generated while such Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and Special Servicer shall each furnish to the other, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to the Mortgage Loans and any REO Properties and as shall be reasonably required by the requesting party in order to perform its duties hereunder. (d) Notwithstanding anything in this Agreement to the contrary, in the event that the Master Servicer and the Special Servicer are the same Person, all notices, certificates, information and consents required to be given by the Master Servicer to the Special Servicer or vice versa shall be deemed to be given without the necessity of any action on such Person's part. (e) In connection with the performance of its obligations hereunder, each of the Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing be entitled to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect rely upon written information provided to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required it by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionother.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (DLJ Commercial Mortgage Corp), Pooling and Servicing Agreement (Criimi Mae CMBS Corp), Pooling and Servicing Agreement (Criimi Mae CMBS Corp)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Mortgage Loan or Serviced Whole Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan CombinationWhole Loan), the Operating Advisor, the Certificate Administrator, the TrusteeTrustee and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan or Serviced Whole Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Mortgage Loan and/or Serviced Companion Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Mortgage Loan and/or Serviced Companion Loan until the Special Servicer has commenced the servicing of such Mortgage Loan and/or Serviced Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Mortgage Loan and/or Serviced Companion Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Mortgage Loan and/or Serviced Companion Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan HolderHolder and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Mortgage Loan and/or Serviced Companion Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Mortgage Loan and/or Serviced Companion Loan shall terminate and the obligations of the Master Servicer to service and administer such Mortgage Loan and/or Serviced Companion Loan as a Mortgage Loan and/or Serviced Companion Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Mortgage Loan or Serviced Whole Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (CSAIL 2015-C3 Commercial Mortgage Trust), Pooling and Servicing Agreement (CSAIL 2015-C2 Commercial Mortgage Trust), Pooling and Servicing Agreement (CSAIL 2015-C1 Commercial Mortgage Trust)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially Serviced Loanand if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable best efforts to comply effect compliance with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the each related Servicing Transfer Event. The Special Servicer has commenced the servicing of such Serviced may, as to any delinquent Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan prior to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send occurrence of a Servicing Transfer Event with respect thereto, request and obtain the foregoing documents and information in order to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagorperform its duties described in Section 3.02(a). Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall return the related Servicing File within 10 Business Days, to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider ; and, upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 3 contracts

Samples: Servicing and Administration Agreement (Structured Asset Securities Corp Series 1997 Ll I), Servicing and Administration Agreement (Criimi Mae CMBS Corp), Servicing and Administration Agreement (Criimi Mae CMBS Corp)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan or Whole Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan CombinationWhole Loan), the Operating Advisor, the Certificate Administrator, the TrusteeTrustee and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan or Whole Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan and/or Companion Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan and/or Companion Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan and/or Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Mortgage Loan and/or Companion Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan and/or Companion Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan HolderHolder and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Mortgage Loan and/or Companion Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan and/or Companion Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan and/or Companion Loan as a Serviced Mortgage Loan and/or Companion Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan or Whole Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, and shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Citigroup Commercial Mortgage Trust 2014-Gc19), Pooling and Servicing Agreement (GS Mortgage Securities Trust 2014-Gc18), Pooling and Servicing Agreement (GS Mortgage Securities Trust 2014-Gc18)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Mortgage Loan or Serviced Whole Loan (other than the Non-Serviced Mortgage Loan or the Companion Loan related thereto) has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the TrusteeControlling Class Representative, the related Directing Holder (prior to Companion Loan Noteholder(s) and the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider Trustee and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan or Serviced Whole Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Subsub-Servicerservicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan and/or Companion Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan and/or Companion Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan and/or Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Mortgage Loan and/or Companion Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan and/or Companion Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, Trustee and any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanNoteholder(s) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Mortgage Loan and/or Companion Loan shall cease to be a Specially Serviced Mortgage Loan in accordance with the first proviso of the definition of Specially Serviced Mortgage Loans, the Special Servicer’s 's obligation to service such Serviced Mortgage Loan and/or Companion Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan and/or Companion Loan as a Serviced Mortgage Loan and/or Companion Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Mortgage Loan or Serviced Whole Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (GS Mortgage Securities Trust 2006-Gg8), Pooling and Servicing Agreement (GS Mortgage Securities Trust 2006-Gg8), Pooling and Servicing Agreement (GS Mortgage Securities Trust 2007-Gg10)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan or the Whole Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced the Companion Loan Holder (in the case of a Serviced Loan Combinationthe Whole Loan), the Operating Advisor, the Certificate Administrator, the TrusteeTrustee and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan or the Whole Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Subsub-Servicerservicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan and/or Companion Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan and/or Companion Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan and/or Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Mortgage Loan and/or Companion Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan and/or Companion Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced the Companion Loan HolderHolder(s) and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Mortgage Loan and/or Companion Loan shall cease to be a Specially Serviced Mortgage Loan in accordance with the first proviso of the definition of Specially Serviced Mortgage Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan and/or Companion Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan and/or Companion Loan as a Serviced Mortgage Loan and/or Companion Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.of

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (GS Mortgage Securities Trust 2011-Gc5), Pooling and Servicing Agreement (GS Mortgage Securities Trust 2011-Gc5)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become that had otherwise been a Specially Performing Serviced Mortgage Loan, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give written notice thereof (or, if applicable, the Special Servicer shall promptly give notice thereof to the Special Master Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), and the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and Master Servicer shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan Mortgage Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of each related Servicing Transfer Event (or of notice of the occurrence of such Serviced Loan until Servicing Transfer Event, if applicable); provided, however, that if the Special Servicer has commenced the servicing of such Serviced Loaninformation, which shall occur upon the receipt documents and records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may, absent manifest error, conclusively rely on the Master Servicer. The 's determination (and the Master Servicer shall forward any notices it would otherwise send may, absent manifest error, conclusively rely on the Special Servicer's determination, as applicable) that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Serviced Mortgage Loan's becoming a Specially Serviced Loan to the Mortgage Loan. The Special Servicer who shall send such notice not be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related MortgagorMaster Servicer's failure to deliver information, documents or records with respect to any Specially Serviced Mortgage Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall within five (5) Business Days of such occurrence return the related Servicing File, together with any and all new information, documents and records relating to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion subject Mortgage Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Serviced Mortgage Loan upon its becoming a Corrected Mortgage Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (LB-UBS Commercial Mortgage Trust 2007-C7), Pooling and Servicing Agreement (LB-UBS Commercial Mortgage Trust 2008-C1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly give written notice thereof, and return the related Servicing File (or a copy thereof to the extent a copy had been received by the Special Servicer), to the Master Servicer and upon giving such notice, and returning such Servicing File (or copy thereof), to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding other provisions in this Agreement to the preceding paragraphcontrary, to make payments to the Master Servicer shall remain responsible for the accounting, data collection, reporting (based on reports delivered by the Special Servicer) and other basic Master Servicer administrative functions with respect to Specially Serviced Mortgage Loans, upon such determination, provided that the Special Servicer shall instruct establish procedures for the Master Servicer as to the application of receipts and tendered payments and shall have the exclusive responsibility for and authority over all contacts (including billing and collection) with and notices to Mortgagors and similar matters relating to each Specially Serviced Mortgage Loan and the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly Mortgaged Property. Also notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master ServicerServicer with respect to any such Mortgage Loan upon its becoming a Corrected Mortgage Loan, the Master Servicer and the Special Servicer shall each transfer to the other, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Group. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within contemplated by the definition of "Mortgage File" and generated while such Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of Trustee and the Special Servicer) and Master Servicer copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special ServicerMortgagor generated while such Mortgage Loan is a Specially Serviced Mortgage Loan. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under anything in this Agreement to the extent such information is within contrary, in the Master Servicer’s possession. Upon request, the Special Servicer shall provide event that the Master Servicer and the Operating Advisor with any information reasonably Special Servicer are the same Person, all notices, certificates, information, consents and documents required to be given or delivered by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent Special Servicer or vice versa shall be deemed to be given or delivered, as the case may be, without the necessity of any action on such information is within the Special Servicer’s possessionPerson's part.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Mortgage Capital Funding Inc), Pooling and Servicing Agreement (Mortgage Capital Funding Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan and reasonably requested by the Special Servicer to enable it the Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the Master Servicer to the Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls, Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the Master Servicer (or any Sub-Servicer thereof). The Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative and the Certificate Administrator, any related Serviced Companion Loan Holder, Majority Subordinate Certificateholder and shall return the related Directing Holder Servicing File within five (prior 5) Business Days to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Cross-Collateralized Mortgage Loan upon its becoming a Corrected Mortgage Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, Borrower generated while the subject Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing each furnish to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans andother, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any Mortgage Loan or REO Property and as shall provide the Special Servicer and the Operating Advisor with any information be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to the extent such information is within the Master Servicer’s possession. Upon requestany Mortgage Loan or REO Property, the Special Servicer shall provide each of the Master Servicer and the Operating Advisor Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, until such time as a Mortgage Loan becomes a Specially Serviced Mortgage Loan, neither the Special Servicer nor any of its Affiliates shall contact the related Borrower or any key principal of such Borrower about such Mortgage Loan without the prior consent of the Master Servicer; provided, however, that the Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the Special Servicer, contacts the Special Servicer with the purpose of refinancing such Mortgage Loan. The Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as “Special Servicer” or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the Special Servicer or any of its Affiliates to refinance a Mortgage Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Mortgage Loan or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the Special Servicer from pursuing such refinancing for (y) any Mortgage Loan that is a Specially Serviced Mortgage Loan, or (z) any Mortgage Loan that is within 180 days of its Stated Maturity Date if, after written inquiry by the Special Servicer to the Master Servicer, the Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2011-C5), Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2011-C5)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become that had otherwise been a Specially Serviced Performing Mortgage Loan, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof (or, if applicable, the Special Servicer shall immediately give notice thereof to the Special Master Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), and the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and Master Servicer shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan Mortgage Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of each related Servicing Transfer Event (or of notice of the occurrence of such Serviced Loan until Servicing Transfer Event, if applicable); provided, however, that if the Special Servicer has commenced the servicing of such Serviced Loaninformation, which shall occur upon the receipt documents and records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may conclusively rely on the Master Servicer. The 's determination (and the Master Servicer shall forward any notices it would otherwise send may conclusively rely on the Special Servicer's determination, as applicable) that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Mortgage Loan's becoming a Specially Serviced Loan to the Mortgage Loan. The Special Servicer who shall send such notice not be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related MortgagorMaster Servicer's failure to deliver information, documents or records with respect to any Specially Serviced Mortgage Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall within five (5) Business Days of such occurrence return the related Servicing File, together with any and all new information, documents and records relating to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion subject Mortgage Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Mortgage Loan upon its becoming a Corrected Mortgage Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (LB-UBS Commercial Mortgage Trust 2005-C3), Pooling and Servicing Agreement (LB-UBS Commercial Mortgage Trust 2005-C1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Subsub-Servicerservicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing Fileinformation, documents and records referred to in the preceding sentence. With respect to each such Serviced Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor Borrower to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer. If GMAC Commercial Mortgage Corporation ceases to be the Master Servicer or the Special Servicer, the successor Master Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Master Servicer. The Special Servicer shall remit to the Master Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor Borrower of such a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related MortgagorBorrower. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider Servicer and, upon giving such notice and the return of the Servicing File to the Master Servicernotice, such Serviced Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan in accordance with the first proviso of the definition of Specially Serviced Mortgage Loans, the Special Servicer’s 's obligation to service such Serviced Mortgage Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor Borrower has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor Borrower to remit all payments in respect of such Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related MortgagorBorrower, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Commercial Mortgage Pass Through Cert Series 1998 Gl Ii), Pooling and Servicing Agreement (Commercial Mortgage Pass Through Cert Series 1998 Gl Ii)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially or Serviced LoanLoan Combination, the applicable Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder (and to the related Serviced Pari Passu Companion Loan Holder(s)), and if the applicable Master Servicer is not also the applicable Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination)applicable Master Servicer shall promptly give notice thereof to the applicable Special Servicer, the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the applicable Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the applicable Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan or Serviced Loan Combination and reasonably requested by the applicable Special Servicer to enable it the applicable Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the applicable Master Servicer to the applicable Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls (or, with respect to Co-op Mortgage Loans, maintenance schedules), Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the applicable Master Servicer (or any Sub-Servicer thereof). The applicable Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the applicable Master Servicer is not also the applicable Special Servicer, the applicable Special Servicer shall promptly immediately give written notice thereof to the applicable Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative and the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder Majority Subordinate Certificateholder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanServiced Pari Passu Companion Loan Holder(s)) and, for posting and shall return the related Servicing File within five (5) Business Days to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon applicable Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the applicable Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the applicable Special Servicer’s obligation to service such Serviced Mortgage Loan or Serviced Loan Combination and the applicable Special Servicer’s right to receive the Special Servicing Fee with respect to such Serviced Mortgage Loan or Serviced Loan Combination, shall terminate terminate, and the obligations of the applicable Master Servicer to service and administer such Serviced Mortgage Loan or Serviced Loan Combination shall resume. Notwithstanding anything herein to the contrary, in connection with the transfer to the applicable Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a Serviced result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the applicable Master Servicer with respect to any such Cross-Collateralized Mortgage Loan that is not upon its becoming a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determinationCorrected Mortgage Loan, the applicable Master Servicer and the applicable Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the applicable Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special applicable Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and Borrower generated while the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicersubject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the The applicable Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with applicable Special Servicer shall each furnish to the other, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any information Serviced Mortgage Loan or Administered REO Property and as shall be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to any Serviced Mortgage Loan, Serviced Loan Combination or Administered REO Property, each of the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the applicable Master Servicer and the Operating Advisor applicable Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, until such time as a Serviced Mortgage Loan becomes a Specially Serviced Mortgage Loan or except in connection with a Material Action or Special Servicer Decision that is being processed by the applicable Special Servicer, neither the General Special Servicer nor any of its Affiliates shall contact the related Borrower or any key principal of such Borrower about such Serviced Mortgage Loan without the prior consent of the applicable Master Servicer; provided, that the General Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the General Special Servicer, contacts the General Special Servicer with the purpose of refinancing such Serviced Mortgage Loan. The General Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as General Special Servicer or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the General Special Servicer or any of its Affiliates to refinance a Serviced Mortgage Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the General Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Serviced Mortgage Loan or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the General Special Servicer from pursuing such refinancing for (y) any Serviced Mortgage Loan that is a Specially Serviced Mortgage Loan, or (z) any Serviced Mortgage Loan that is within 180 days of its Stated Maturity Date (or if such Mortgage Loan is an ARD Mortgage Loan, its Anticipated Repayment Date) if, after written inquiry by the General Special Servicer to the General Master Servicer, the General Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2013-C16), Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2013-C16)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof notify the Trustee, the Special Servicer and the Controlling Class Representative (and with respect to the Great Mall Loan Pair, the Great Mall B-Noteholder) and if the Master Servicer is not also the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and Master Servicer shall promptly deliver or cause to be delivered a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan the Mortgage Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicerthereto. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. After the related Mortgagor to continue to remit all occurrence of a Servicing Transfer Event, the Special Servicer shall collect payments in respect of on such Serviced Mortgage Loan and make remittances to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagorin accordance with Section 3.04. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, Servicer and the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder Controlling Class Representative (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this AgreementGreat Mall Loan Pair, the Rule 17g-5 Information Provider andGreat Mall B-Noteholder), upon giving such notice and shall return the return related Servicing File and all other information, documents and records that were not part of the Servicing File when it was delivered to the Special Servicer within five Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc Trust 2004-Mkb1), Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc Trust 2004-Mkb1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan and reasonably requested by the Special Servicer to enable it the Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the Master Servicer to the Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls, Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the Master Servicer (or any Sub-Servicer thereof). The Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative and the Certificate Administrator, any related Serviced Companion Loan Holder, Majority Subordinate Certificateholder and shall return the related Directing Holder Servicing File within five (prior 5) Business Days to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Cross-Collateralized Mortgage Loan upon its becoming a Corrected Mortgage Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, Borrower generated while the subject Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing each furnish to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans andother, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any Mortgage Loan or REO Property and as shall provide the Special Servicer and the Operating Advisor with any information be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to the extent such information is within the Master Servicer’s possession. Upon requestany Mortgage Loan or REO Property, the Special Servicer shall provide each of the Master Servicer and the Operating Advisor Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, until such time as a Mortgage Loan becomes a Specially Serviced Mortgage Loan, neither the Special Servicer nor any of its Affiliates shall contact the related Borrower or any key principal of such Borrower about such Mortgage Loan without the prior consent of the Master Servicer; provided, however, that the Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the Special Servicer, contacts the Special Servicer with the purpose of refinancing such Mortgage Loan. The Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as “Special Servicer” or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the Special Servicer or any of its Affiliates to refinance a Mortgage Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Mortgage Loan or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the Special Servicer from pursuing such refinancing for (y) any Mortgage Loan that is a Specially Serviced Mortgage Loan, or (z) any Mortgage Loan that is within 180 days of its Stated Maturity Date if, after written inquiry by the Special Servicer to the Master Servicer, the Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2012-C6), Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2012-C6)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the TrusteeTrustee and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Mortgage Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate AdministratorAdministrator and, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Mortgage Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Mortgage Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.shall

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (GS Mortgage Securities Trust 2013-Gcj12), Pooling and Servicing Agreement (GS Mortgage Securities Trust 2013-Gcj12)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan or the Loan Combination has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan the Non-Trust Mortgage Interest Holder (in the case of a Serviced the Loan Combination), the Operating Trust Advisor, the Certificate Administrator, the TrusteeTrustee and, during a Subordinate Control Period or a Collective Consultation Period, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) Subordinate Class Representative , and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Trust Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan or the Loan Combination and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Subsub-Servicerservicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan and/or Non-Trust Mortgage Interest became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan and/or Non-Trust Mortgage Interest until the Special Servicer has commenced the servicing of such Serviced LoanMortgage Loan and/or Non-Trust Mortgage Interest, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Mortgage Loan and/or Non-Trust Mortgage Interest that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan and/or Non-Trust Mortgage Interest to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Trust Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Non-Trust Mortgage LoanInterest Holder(s) and, for posting to during a Subordinate Control Period or a Collective Consultation Period, the Rule 17g-5 Information Provider’s Website pursuant Subordinate Class Representative , and, subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Mortgage Loan and/or Non-Trust Mortgage Interest shall cease to be a Specially Serviced Mortgage Loan in accordance with the first proviso of the definition of Specially Serviced Mortgage Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan and/or Non-Trust Mortgage Interest shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan and/or Non-Trust Mortgage Interest as a Serviced Mortgage Loan and/or Non-Trust Mortgage Interest that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan or the Loan Combination information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Mortgage Loans and, upon request, and shall provide the Special Servicer and the Operating Trust Advisor with any information reasonably required by the Special Servicer or the Operating Trust Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Trust Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within its possession or is obtainable by the Special Servicer’s possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (RBS Commercial Funding Inc.), Pooling and Servicing Agreement (RBS Commercial Funding Inc.)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan or Serviced Loan Combination has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder Controlling Class Representative (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanEvent) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Mortgage Loan or Serviced Loan Combination and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Mortgage Loan and/or Serviced Companion Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Mortgage Loan and/or Serviced Companion Loan until the Special Servicer has commenced the servicing of such Mortgage Loan and/or Serviced Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Mortgage Loan and/or Serviced Companion Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Mortgage Loan and/or Serviced Companion Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder Controlling Class Representative (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanEvent) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Mortgage Loan and/or Serviced Companion Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Mortgage Loan and/or Serviced Companion Loan shall terminate and the obligations of the Master Servicer to service and administer such Mortgage Loan and/or Serviced Companion Loan as a Mortgage Loan and/or Serviced Companion Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Mortgage Loan or Serviced Loan Combination information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, and shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (GS Mortgage Securities Trust 2014-Gc22), Pooling and Servicing Agreement (Citigroup Commercial Mortgage Trust 2014-Gc19)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Multifamily Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event together with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File related Mortgage File, to the a Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the such Special Servicer with all information, documents (but excluding the original documents constituting the such Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Multifamily Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-ServicerSubservicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Multifamily Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Multifamily Loan (i) if the Master Servicer does not exercise such discretion or (ii) until the Special Servicer has commenced the servicing of such Serviced Multifamily Loan, which shall occur upon the receipt by the Special Servicer of the Servicing Fileinformation, documents and records referred to in the preceding sentence. No later than 10 Business Days before the Master Servicer is required to deliver a copy of the Mortgage File to the Special Servicer, it shall review the Mortgage File and request from the Indenture Trustee any material documents that it is aware are missing from the Mortgage File to the extent that the Indenture Trustee has such documents. With respect to each such Serviced Multifamily Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Multifamily Loan is no longer a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence Servicer and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loansnotice, the Special Servicer’s obligation to service such Serviced Multifamily Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Multifamily Loan as a Serviced Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian Indenture Trustee originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer, including, without limitation, electronic data and/or files in CMSA IRP format. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the The Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Mortgage Loans and, upon request, and shall provide the any Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possessionAgreement. Upon request, the Any Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor reasonably requires to perform its duties under this Agreement. (d) In the event that the Special Servicer is required under the terms of this Agreement to service, or perform any of its duties hereunder with respect to, a Mortgage Loan that is not a Specially Serviced Mortgage Loan, the extent such information Master Servicer shall provide the Special Servicer with a copy of any document contained in the Mortgage File that is within necessary for the Special Servicer to perform any of its duties hereunder. Upon request, the Master Servicer shall provide the Special Servicer, at the Special Servicer’s possessionexpense, with a copy of any document contained in the Mortgage File that is not currently necessary for the Special Servicer to perform its duties hereunder.

Appears in 2 contracts

Samples: Servicing Agreement (IMH Assets Corp., Collateralized Asset-Backed Bonds, Series 2005-6), Servicing Agreement (Impac CMB Trust Series 2005-8)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Mortgage Loan (other than the Non-Serviced Loan has become a Specially Serviced LoanMortgage Loans), the Master Servicer or Special Servicer, as applicable, shall promptly notify the Trustee and Master Servicer or Special Servicer, as applicable, and, if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give written notice thereof immediately deliver or cause to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver be delivered a copy of the related Mortgage File and Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and, if applicable the related Companion Loan, either in the Master Servicer’s or any of its directors’, officers’, employees’, affiliates’ or agents’ possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) 5 Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. Notwithstanding the related Mortgagor to continue to remit all payments in respect occurrence of such Serviced Loan to a Servicing Transfer Event, the Master Servicer. The Master Servicer shall forward any notices it would otherwise send continue to the Mortgagor of receive payments on such a Specially Serviced Mortgage Loan to (including amounts collected by the Special Servicer who shall send such notice to the related MortgagorServicer). Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to shall return the related Mortgage Loan) andFile and Servicing File and all other information, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice documents and the return records that were not part of the Servicing File when it was delivered to the Special Servicer within 5 Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s obligation to service such Serviced Mortgage Loan, and, if applicable, the Companion Loan, and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Loan that is not a Specially Serviced and, if applicable, the related Companion Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding On or before each Determination Date, the provisions Special Servicer shall deliver to the Master Servicer and each Rating Agency (or such other Person as may be directed by the Master Servicer) a statement in writing and in computer readable format (the form of subsections such statement to be agreed upon by the Master Servicer) describing, on a loan-by-loan and property-by-property basis, (a1) insofar as it relates to Specially Serviced Mortgage Loans and REO Properties, the information described in clauses (x) through (xiii) of Section 4.02(a) and, insofar as it relates to the Special Servicer, the information described in clauses (xxv) and (bxxvi) of Section 4.02(a), (2) the amount of all payments, Insurance Proceeds and Liquidation Proceeds received, and the amount of any Realized Loss incurred, with respect to each Specially Serviced Mortgage Loan during the related Collection Period, and the amount of all REO Revenues, Insurance Proceeds and Liquidation Proceeds received, and the amount of any Realized Loss incurred, with respect to each REO Property during the related Collection Period, (3) the amount, purpose and date of all Servicing Advances requested by the Special Servicer with respect to each Specially Serviced Mortgage Loan and REO Property during the related Collection Period and (4) such additional information relating to the Specially Serviced Mortgage Loans and REO Properties as the Master Servicer reasonably requests to enable it to perform its responsibilities under this Section 3.22Agreement. Notwithstanding the foregoing provisions of this subsection (c), the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Mortgage Loans and, upon request, and REO Properties and shall provide the Special Servicer and the Operating Advisor with any information reasonably available to the Master Servicer required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon requestAgreement. (d) No later than 60 days after a Mortgage Loan and, if applicable, Companion Loan becomes a Specially Serviced Mortgage Loan, the Special Servicer shall provide deliver to each Rating Agency, the Trustee, the Master Servicer and the Operating Advisor Controlling Class Representative (and, in the case of a Co-Lender Loan, the related Companion Holder), a report (the “Asset Status Report”) with any respect to such Mortgage Loan and the related Mortgaged Property. Such Asset Status Report shall set forth the following information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent reasonably determinable: (i) summary of the status of such information is within Specially Serviced Mortgage Loan and negotiations with the related Mortgagor; (ii) a discussion of the legal and environmental considerations reasonably known to the Special Servicer, consistent with the Servicing Standard, that are applicable to the exercise of remedies as aforesaid and to the enforcement of any related guaranties or other collateral for the related Specially Serviced Mortgage Loan and whether outside legal counsel has been retained; (iii) the most current rent roll and income or operating statement available for the related Mortgaged Property; (iv) the Appraised Value of the Mortgaged Property together with the assumptions used in the calculation thereof; (v) summary of the Special Servicer’s possessionrecommended action with respect to such Specially Serviced Mortgage Loan; and (vi) such other information as the Special Servicer deems relevant in light of the Servicing Standard. Any Asset Status Report with respect to a Co-Lender Loan shall also include any additional information required by the related Intercreditor Agreement. In addition, with respect to a Co-Lender Loan, the Controlling Class Representative’s approval or disapproval of any actions recommended by such Asset Status Report relating to such Co-Lender Loan will be subject to the rights of the related Companion Holder pursuant to the terms of the related Intercreditor Agreement. If within 10 Business Days of receiving an Asset Status Report which relates to a recommended action for which the Controlling Class Representative is entitled to object under Section 6.11, the Controlling Class Representative does not disapprove such Asset Status Report in writing, the Special Servicer shall implement the recommended action as outlined in such Asset Status Report; provided, however, that the Special Servicer may not take any action that is contrary to applicable law, the Servicing Standard, or the terms of the applicable Mortgage Loan documents. If the Controlling Class Representative disapproves such Asset Status Report, the Special Servicer will revise such Asset Status Report and deliver to the Controlling Class Representative, the Rating Agencies and the Master Servicer a new Asset Status Report as soon as practicable, but in no event later than 30 days after such disapproval. The Special Servicer shall revise such Asset Status Report as described above in this Section 3.21(d) until the Controlling Class Representative shall fail to disapprove such revised Asset Status Report in writing within 10 Business Days of receiving such revised Asset Status Report or until the Special Servicer makes one of the determinations described below. The Special Servicer may, from time to time, modify any Asset Status Report it has previously delivered and implement such report; provided such report shall have been prepared, reviewed and not rejected pursuant to the terms of this Section. Notwithstanding the foregoing, the Special Servicer (i) may, following the occurrence of an extraordinary event with respect to the related Mortgaged Property, take any action set forth in such Asset Status Report (and consistent with the terms hereof) before the expiration of a 10 Business Day period if the Special Servicer has reasonably determined that failure to take such action would materially and adversely affect the interests of the Certificateholders or, if a Loan Pair is involved, the Certificateholders and the related Companion Holders, (as a collective whole) and it has made a reasonable effort to contact the Controlling Class Representative and (ii) in any case, shall determine whether such affirmative disapproval is not in the best interest of all the Certificateholders pursuant to the Servicing Standard. Upon making such determination in clause (ii) of the immediately preceding paragraph, the Special Servicer shall notify the Trustee of such rejection and deliver to the Trustee, a proposed notice to Certificateholders which shall include a copy of the Asset Status Report, and the Trustee shall send such notice to all Certificateholders. If the majority of such Certificateholders, as determined by Voting Rights, fail, within 5 days of the Trustee’s sending such notice, to reject such Asset Status Report, the Special Servicer shall implement the same. If the Asset Status Report is rejected by a majority of the Certificateholders, (other than for a reason which violates the Servicing Standard, which shall control), the Special Servicer shall revise such Asset Status Report as described above in this Section 3.21(d) and provide a copy of such revised report to the Master Servicer. The Trustee shall be entitled to reimbursement from the Trust Fund for the reasonable expenses of providing such notices. The Special Servicer shall have the authority to meet with the Mortgagor for any Specially Serviced Mortgage Loan and take such actions consistent with the Servicing Standard, the terms hereof and the related Asset Status Report. The Special Servicer shall not take any action inconsistent with the related Asset Status Report, unless such action would be required in order to act in accordance with the Servicing Standard. No direction of the Controlling Class Representative or the majority of the Certificateholders shall (a) require or cause the Special Servicer to violate the terms of a Specially Serviced Mortgage Loan, applicable law or any provision of this Agreement, including the Special Servicer’s obligation to act in accordance with the Servicing Standard and to maintain the REMIC status of REMIC I and REMIC II and the grantor trust status of the Grantor Trusts, (b) result in the imposition of a “prohibited transaction” or “prohibited contribution” tax under the REMIC Provisions or (c) expose the Master Servicer, the Special Servicer, the Depositor, any of the Mortgage Loan Sellers, the Trust Fund or the Trustee or the officers and the directors of each party to claim, suit or liability or (d) expand the scope of the Master Servicer’s, Trustee’s or Special Servicer’s responsibilities under this Agreement. Notwithstanding the foregoing, it is agreed and acknowledged that, with respect to the Co-Lender Loans, the holders of the Companion Loans have certain consent and direction rights in the related Intercreditor Agreements.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2007-C31), Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2007-C31)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially or Serviced LoanLoan Combination, the Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder (and to the related Serviced Pari Passu Companion Loan Holder(s)), and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan or Serviced Loan Combination and reasonably requested by the Special Servicer to enable it the Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the Master Servicer to the Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls, Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the Master Servicer (or any Sub-Servicer thereof). The Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative and the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder Majority Subordinate Certificateholder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanServiced Pari Passu Companion Loan Holder(s)) and, for posting and shall return the related Servicing File within five (5) Business Days to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan or Serviced Loan Combination and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Serviced Mortgage Loan or Serviced Loan Combination, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan or Serviced Loan Combination shall resume. Notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a Serviced result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Cross-Collateralized Mortgage Loan that is not upon its becoming a Specially Serviced Loan shall resume. In additionCorrected Mortgage Loan, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, Borrower generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing each furnish to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans andother, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any Serviced Mortgage Loan or Administered REO Property and as shall provide the Special Servicer and the Operating Advisor with any information be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to the extent such information is within the Master Servicer’s possession. Upon requestany Serviced Mortgage Loan, the Special Servicer shall provide Serviced Loan Combination or Administered REO Property, each of the Master Servicer and the Operating Advisor Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, until such time as a Serviced Mortgage Loan becomes a Specially Serviced Mortgage Loan, neither the Special Servicer nor any of its Affiliates shall contact the related Borrower or any key principal of such Borrower about such Serviced Mortgage Loan without the prior consent of the Master Servicer; provided that the Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the Special Servicer, contacts the Special Servicer with the purpose of refinancing such Serviced Mortgage Loan. The Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as Special Servicer or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the Special Servicer or any of its Affiliates to refinance a Serviced Mortgage Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Serviced Mortgage Loan or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the Special Servicer from pursuing such refinancing for (y) any Serviced Mortgage Loan that is a Specially Serviced Mortgage Loan, or (z) any Serviced Mortgage Loan that is within 180 days of its Stated Maturity Date (or if such Mortgage Loan is an ARD Mortgage Loan, its Anticipated Repayment Date) if, after written inquiry by the Special Servicer to the Master Servicer, the Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2014-Lc18), Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2014-C25)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially or Serviced LoanLoan Combination, the applicable Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder (and to the related Serviced Pari Passu Companion Loan Holder(s)), and if the applicable Master Servicer is not also the applicable Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination)applicable Master Servicer shall promptly give notice thereof to the applicable Special Servicer, the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the applicable Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the applicable Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan or Serviced Loan Combination and reasonably requested by the applicable Special Servicer to enable it the applicable Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the applicable Master Servicer to the applicable Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls (or, with respect to Co-op Mortgage Loans, maintenance schedules), Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the applicable Master Servicer (or any Sub-Servicer thereof). The applicable Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the applicable Master Servicer is not also the applicable Special Servicer, the applicable Special Servicer shall promptly immediately give written notice thereof to the applicable Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder Subordinate Class Representative and the Majority Subordinate Certificateholder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanServiced Pari Passu Companion Loan Holder(s)) and, for posting and shall return the related Servicing File within five (5) Business Days to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon applicable Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the applicable Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the applicable Special Servicer’s obligation to service such Serviced Mortgage Loan or Serviced Loan Combination and the applicable Special Servicer’s right to receive the Special Servicing Fee with respect to such Serviced Mortgage Loan or Serviced Loan Combination, shall terminate terminate, and the obligations of the applicable Master Servicer to service and administer such Serviced Mortgage Loan or Serviced Loan Combination shall resume. Notwithstanding anything herein to the contrary, in connection with the transfer to the applicable Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a Serviced result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the applicable Master Servicer with respect to any such Cross-Collateralized Mortgage Loan that is not upon its becoming a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determinationCorrected Mortgage Loan, the applicable Master Servicer and the applicable Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the applicable Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special applicable Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and Borrower generated while the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicersubject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the The applicable Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with applicable Special Servicer shall each furnish to the other, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any information Serviced Mortgage Loan or Administered REO Property and as shall be reasonably required by the requesting party in order to perform its duties hereunder. (d) In connection with the performance of its obligations hereunder with respect to any Serviced Mortgage Loan, Serviced Loan Combination or Administered REO Property, each of the applicable Master Servicer and the applicable Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, none of the General Special Servicer, the Trust Advisor or any of their respective Affiliates shall contact the related Borrower or any key principal of such Borrower about any Serviced Mortgage Loan without the prior consent of the applicable Master Servicer, unless (i) the related Borrower has initiated such contact, (ii) with respect to the General Special Servicer, such Serviced Mortgage Loan (A) is a Specially Serviced Mortgage Loan or (B) is a Performing Mortgage Loan and such contact relates to a Special Servicer Decision or Material Action, or (iii) with respect to the Trust Advisor, such Serviced Mortgage Loan is a Specially Serviced Mortgage Loan and such contact relates to the Trust Advisor’s satisfaction of its obligations under this Agreement in the Trust Advisor’s reasonable judgment; provided that the General Special Servicer, the Trust Advisor or their respective Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the General Special Servicer or the Operating Trust Advisor, contacts the General Special Servicer or the Trust Advisor, as applicable, with the purpose of refinancing such Serviced Mortgage Loan; provided, further, that, in addition to the permitted contact set forth in the immediately preceding proviso, an Affiliate of the General Special Servicer or the Trust Advisor to perform may contact a Borrower or a key principal of a Borrower if (i) such contact would be in the ordinary course of business of such Affiliate and (ii) such Affiliate has not received any information about such Borrower or the related Mortgage Loan or Mortgaged Property that was obtained by the General Special Servicer or the Trust Advisor in its duties capacity as General Special Servicer or Trust Advisor, as applicable, under this Agreement. The General Special Servicer, the Trust Advisor and their respective Affiliates shall not use any information obtained in its capacity as General Special Servicer, or Trust Advisor, as applicable, under this Agreement or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the General Special Servicer, the Trust Advisor or any of their respective Affiliates to refinance a Serviced Mortgage Loan transferred to the extent such information Trust by a Mortgage Loan Seller that is within not affiliated with the Master General Special Servicer’s possession. Upon request, the Trust Advisor or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Serviced Mortgage Loan or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the General Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Trust Advisor from pursuing such refinancing for (y) any Serviced Mortgage Loan that the General Special Servicer is servicing, or (z) any Serviced Mortgage Loan that is within 180 days of its Stated Maturity Date (or if such Mortgage Loan is an ARD Mortgage Loan, its Anticipated Repayment Date) if, after written inquiry by the General Special Servicer or the Trust Advisor to perform its duties under this Agreement to the extent such information is within General Master Servicer, the Special Servicer’s possessionGeneral Master Servicer indicates that the Borrower has not obtained a written commitment for refinancing.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2013-C13), Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2013-C13)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become that had otherwise been a Specially Performing Serviced Loan, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence Servicer and continuance of a Consultation Termination Event with respect to any Loan Pair to the related Mortgage Loan) andCompanion Loan Noteholder, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, that if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may conclusively rely on the Master Servicer. The Master Servicer shall forward any notices it would otherwise send 's determination that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Serviced Loan's becoming a Specially Serviced Loan to the Loan. The Special Servicer who shall send such notice not be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related MortgagorMaster Servicer's failure to deliver information, documents or records with respect to any Specially Serviced Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Loan has become a Corrected Loan, and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall within five Business Days of such occurrence return the related Servicing File, together with any and all new information, documents and records relating to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion subject Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Mortgage Loan upon its becoming a Corrected Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced LoanLoans, the Special Servicer shall provide to the Custodian originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Greenwich Capital Comm Mort Pass THR Certs Ser 2003-C2), Pooling and Servicing Agreement (Greenwich Capital Comm Mort Pass THR Certs Ser 2003-C2)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon Within five Business Days after determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become that had otherwise been a Specially Performing Serviced Loan, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give written notice thereof to the Special ServicerServicer and, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to any Loan Combination, to the related Mortgage Loan) andCompanion Loan Noteholder, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan Mortgage Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, that if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may conclusively rely on the Master Servicer. The Master Servicer shall forward any notices it would otherwise send 's determination that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Serviced Loan's becoming a Specially Serviced Loan to Mortgage Loan. Neither the Master Servicer nor the Special Servicer who shall send such notice be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related Mortgagorother party's failure to deliver information, documents or records with respect to any Specially Serviced Mortgage Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall within five (5) Business Days of such occurrence return the related Servicing File, together with any and all new information, documents and records relating to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion subject Mortgage Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Mortgage Loan upon its becoming a Corrected Mortgage Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (COBALT CMBS Commercial Mortgage Trust 2007-C2), Pooling and Servicing Agreement (COBALT CMBS Commercial Mortgage Trust 2007-C3)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Loan, the Special Servicer shall promptly give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.Master

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2015-C27), Pooling and Servicing Agreement (Citigroup Commercial Mortgage Trust 2015-Gc27)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially or Serviced LoanLoan Combination, the Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder (and to the related Serviced Pari Passu Companion Loan Holder(s)), and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan or Serviced Loan Combination and reasonably requested by the Special Servicer to enable it the Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the Master Servicer to the Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls, Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the Master Servicer (or any Sub-Servicer thereof). The Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative and the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder Majority Subordinate Certificateholder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanServiced Pari Passu Companion Loan Holder(s)) and, for posting and shall return the related Servicing File within five (5) Business Days to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan or Serviced Loan Combination and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Serviced Mortgage Loan or Serviced Loan Combination, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan or Serviced Loan Combination shall resume. Notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a Serviced result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Cross-Collateralized Mortgage Loan that is not upon its becoming a Specially Serviced Loan shall resume. In additionCorrected Mortgage Loan, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, Borrower generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing each furnish to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans andother, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any Serviced Mortgage Loan or Administered REO Property and as shall provide the Special Servicer and the Operating Advisor with any information be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to the extent such information is within the Master Servicer’s possession. Upon requestany Serviced Mortgage Loan, the Special Servicer shall provide Serviced Loan Combination or Administered REO Property, each of the Master Servicer and the Operating Advisor Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, until such time as a Serviced Mortgage Loan becomes a Specially Serviced Mortgage Loan or except in connection with a Material Action or Special Servicer Decision that is being processed by the Special Servicer, neither the Special Servicer nor any of its Affiliates shall contact the related Borrower or any key principal of such Borrower about such Serviced Mortgage Loan without the prior consent of the Master Servicer; provided that the Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the Special Servicer, contacts the Special Servicer with the purpose of refinancing such Serviced Mortgage Loan. The Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as Special Servicer or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the Special Servicer or any of its Affiliates to refinance a Serviced Mortgage Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Serviced Mortgage Loan (or Serviced Loan Combination, as applicable) or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the Special Servicer from pursuing such refinancing for (y) any Serviced Mortgage Loan that is a Specially Serviced Mortgage Loan, or (z) any Serviced Mortgage Loan (or Serviced Loan Combination, as applicable) that is within 180 days of its Stated Maturity Date (or if such Mortgage Loan is an ARD Mortgage Loan, its Anticipated Repayment Date) if, after written inquiry by the Special Servicer to the Master Servicer, the Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2015-Nxs1), Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2015-C27)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially or Serviced LoanLoan Combination, the Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder (and to the related Serviced Pari Passu Companion Loan Holder(s) and the Loan-Specific Subordinate Class Representative (in the case of the St. Xxxxx Town Center Loan Combination) and the Loan-Specific Majority Subordinate Certificateholder (in the case of the St. Xxxxx Town Center Loan Combination)), and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan or Serviced Loan Combination and reasonably requested by the Special Servicer to enable it the Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the Master Servicer to the Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls, Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the Master Servicer (or any Sub-Servicer thereof). The Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative and the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder Majority Subordinate Certificateholder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Serviced Pari Passu Companion Loan Holder(s) and the Loan-Specific Subordinate Class Representative (in the case of the St. Xxxxx Town Center Loan Combination)) and, for posting and shall return the related Servicing File within five (5) Business Days to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan or Serviced Loan Combination and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Serviced Mortgage Loan or Serviced Loan Combination, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan or Serviced Loan Combination shall resume. Notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a Serviced result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Cross-Collateralized Mortgage Loan that is not upon its becoming a Specially Serviced Loan shall resume. In additionCorrected Mortgage Loan, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, Borrower generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing each furnish to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans andother, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any Serviced Mortgage Loan (or Serviced Loan Combination, as applicable) or Administered REO Property and as shall provide the Special Servicer and the Operating Advisor with any information be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to the extent such information is within the Master Servicer’s possession. Upon requestany Serviced Mortgage Loan, the Special Servicer shall provide Serviced Loan Combination or Administered REO Property, each of the Master Servicer and the Operating Advisor Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, until such time as a Serviced Mortgage Loan or Trust Subordinate Companion Loan becomes a Specially Serviced Mortgage Loan or except in connection with a Material Action or Special Servicer Decision that is being processed by the Special Servicer, neither the Special Servicer nor any of its Affiliates shall contact the related Borrower or any key principal of such Borrower about such Serviced Mortgage Loan or Trust Subordinate Companion Loan without the prior consent of the Master Servicer; provided that the Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the Special Servicer, contacts the Special Servicer with the purpose of refinancing such Serviced Mortgage Loan or Trust Subordinate Companion Loan. The Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as Special Servicer or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the Special Servicer or any of its Affiliates to refinance a Serviced Mortgage Loan or Trust Subordinate Companion Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Serviced Mortgage Loan (or Serviced Loan Combination, as applicable) or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the Special Servicer from pursuing such refinancing for (y) any Serviced Mortgage Loan or Trust Subordinate Companion Loan that is a Specially Serviced Mortgage Loan, or (z) any Serviced Mortgage Loan (or Serviced Loan Combination, as applicable) that is within 180 days of its Stated Maturity Date (or if such Mortgage Loan is an ARD Mortgage Loan, its Anticipated Repayment Date) if, after written inquiry by the Special Servicer to the Master Servicer, the Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2014-C25), Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2014-C24)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer or Special Servicer, as applicable, shall promptly give written notice thereof to notify the Trustee and Master Servicer or Special Servicer, as applicable, and, if the Master Servicer is not also the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior Master Servicer shall immediately deliver or cause to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver be delivered a copy of the related Mortgage File and Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and, if applicable the related Companion Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. Notwithstanding the related Mortgagor to continue to remit all payments in respect occurrence of such Serviced Loan to a Servicing Transfer Event, the Master Servicer. The Master Servicer shall forward any notices it would otherwise send continue to the Mortgagor of receive payments on such a Specially Serviced Mortgage Loan to (including amounts collected by the Special Servicer who shall send such notice to the related MortgagorServicer). Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to shall return the related Mortgage Loan) andFile and Servicing File and all other information, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice documents and the return records that were not part of the Servicing File when it was delivered to the Special Servicer within five Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan, and, if applicable, the Companion Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Loan that is not a Specially Serviced and, if applicable, the related Companion Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2005-C22), Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2004-C15)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to notify the Trustee, and if the Master Servicer is not also the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination)Master Servicer shall immediately give notice thereof, the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver or cause to be delivered a copy of the related Mortgage File and Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. Notwithstanding the related Mortgagor to continue to remit all payments in respect occurrence of such Serviced Loan to a Servicing Transfer Event, the Master Servicer. The Master Servicer shall forward any notices it would otherwise send continue to the Mortgagor of receive payments on such a Specially Serviced Mortgage Loan to (including amounts collected by the Special Servicer who shall send such notice to the related MortgagorServicer). Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicerthereof, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to shall return the related Mortgage Loan) andFile and Servicing File and all other information, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice documents and the return records that were not part of the Servicing File when it was delivered to the Special Servicer within five Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Commercial Mortgage Pass Through Certiticates Series 1999 C2), Pooling and Servicing Agreement (First Union Commercial Mortgage Securities Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan or Whole Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan CombinationWhole Loan), the Operating Advisor, the Certificate Administrator, the TrusteeTrustee and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan or Whole Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan and/or Companion Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan and/or Companion Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan and/or Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Mortgage Loan and/or Companion Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan and/or Companion Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan HolderHolder and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Mortgage Loan and/or Companion Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan and/or Companion Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan and/or Companion Loan as a Serviced Mortgage Loan and/or Companion Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan or Whole Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, and shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Credit Suisse First Boston Mortgage Securities Corp), Pooling and Servicing Agreement (Gs Mortgage Securities Corp Ii)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Loan commercial or mixed-use loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event together with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File related Mortgage File, to the a Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the such Special Servicer with all information, documents (but excluding the original documents constituting the such Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan commercial or mixed-use loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-ServicerSubservicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan commercial or mixed-use loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan commercial or mixed-use loan (i) if the Master Servicer does not exercise such discretion or (ii) until the Special Servicer has commenced the servicing of such Serviced Loancommercial or mixed-use loan, which shall occur upon the receipt by the Special Servicer of the Servicing Fileinformation, documents and records referred to in the preceding sentence. No later than 10 Business Days before the Master Servicer is required to deliver a copy of the Mortgage File to the Special Servicer, it shall review the Mortgage File and request from the Trustee any material documents that it is aware are missing from the Mortgage File to the extent that the Trustee has such documents. With respect to each such Serviced Loan commercial or mixed-use loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a commercial or mixed-use loan is no longer a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence Servicer and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loansnotice, the Special Servicer’s obligation to service such Serviced Loan commercial or mixed-use loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Loan commercial or mixed-use loan as a Serviced Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer, including, without limitation, electronic data and/or files in CMSA IRP format. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the The Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Mortgage Loans and, upon request, and shall provide the any Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possessionAgreement. Upon request, the Any Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor reasonably requires to perform its duties under this Agreement. (d) In the event that the Special Servicer is required under the terms of this Agreement to service, or perform any of its duties hereunder with respect to, a Mortgage Loan that is not a Specially Serviced Mortgage Loan, the extent such information Master Servicer shall provide the Special Servicer with a copy of any document contained in the Mortgage File that is within necessary for the Special Servicer to perform any of its duties hereunder. Upon request, the Master Servicer shall provide the Special Servicer, at the Special Servicer’s possessionexpense, with a copy of any document contained in the Mortgage File that is not currently necessary for the Special Servicer to perform its duties hereunder.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Impac Secured Assets Corp), Pooling and Servicing Agreement (Impac Secured Assets Corp)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan or Whole Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any the related Serviced Companion Loan Holder Holders (in the case of a Serviced Loan CombinationWhole Loan), the Operating Advisor, the Certificate Administrator, the TrusteeTrustee and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan or Whole Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Subsub-Servicerservicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan and/or Companion Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan and/or Companion Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan and/or Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Mortgage Loan and/or Companion Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan and/or Companion Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced the Companion Loan HolderHolder(s) and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Mortgage Loan and/or Companion Loan shall cease to be a Specially Serviced Mortgage Loan in accordance with the first proviso of the definition of Specially Serviced Mortgage Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan and/or Companion Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan and/or Companion Loan as a Serviced Mortgage Loan and/or Companion Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan or Whole Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Mortgage Loans and, upon request, and shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (GS Mortgage Securities Trust 2012-Gcj7), Pooling and Servicing Agreement (GS Mortgage Securities Trust 2012-Gcj7)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Mortgage Loan (other than a Non-Serviced Loan has become a Specially Mortgage Loan) or Serviced LoanB Note and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan or Serviced Loan B Note and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the each related Servicing Transfer Event. The Special Servicer has commenced the servicing of such may, as to any delinquent Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced B Note, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan prior to the Master Serviceroccurrence of a Servicing Transfer Event with respect thereto, request and obtain the foregoing documents and information. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. 190 Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly give written notice thereof thereof, and return the related Servicing File, to the Master Servicer and upon giving such notice, and returning such Servicing File, to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Mortgage Loan or Serviced B Note, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan or Serviced B Note, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Mortgage Loan or Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan B Note in accordance with this Agreement shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding other provisions in this Agreement to the preceding paragraphcontrary, the Master Servicer shall remain responsible for the billing and collection, accounting, data collection, reporting and other basic Master Servicer administrative functions with respect to make payments to the Special ServicerSpecially Serviced Mortgage Loans, upon such determinationprovided, that the Special Servicer shall instruct establish procedures for the Master Servicer as to the application of receipts and tendered payments and shall have the exclusive responsibility for and authority over all contacts with and notices to Mortgagors and similar matters relating to each Specially Serviced Mortgage Loan and the related Mortgagor Mortgaged Property. The Master Servicer, upon the occurrence of a Servicing Transfer Event with respect to remit all payments in respect of any Serviced B Note, and the Special Servicer upon a determination that such Specially Serviced Mortgage Loan directly has become a Corrected Mortgage Loan, shall promptly give written notice thereof to the Master Servicerrelated Serviced B Note Holders. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Mortgage Loan or Serviced Loan B Note information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (GMAC Commercial Mortgage Securities, Inc. Series 2005-C1 Trust), Pooling and Servicing Agreement (GMAC Commercial Mortgage Securities, Inc. Series 2005-C1 Trust)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan and reasonably requested by the Special Servicer to enable it the Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the Master Servicer to the Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls, Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the Master Servicer (or any Sub-Servicer thereof). The Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative and the Certificate Administrator, any related Serviced Companion Loan Holder, Majority Subordinate Certificateholder and shall return the related Directing Holder Servicing File within five (prior 5) Business Days to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Cross-Collateralized Mortgage Loan upon its becoming a Corrected Mortgage Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, Borrower generated while the subject Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing each furnish to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans andother, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any Mortgage Loan or REO Property and as shall provide the Special Servicer and the Operating Advisor with any information be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to the extent such information is within the Master Servicer’s possession. Upon requestany Mortgage Loan or REO Property, the Special Servicer shall provide each of the Master Servicer and the Operating Advisor Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, until such time as a Mortgage Loan becomes a Specially Serviced Mortgage Loan, neither the Special Servicer nor any of its Affiliates shall contact the related Borrower or any key principal of such Borrower about such Mortgage Loan without the prior consent of the Master Servicer; provided, however, that the Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the Special Servicer, contacts the Special Servicer with the purpose of refinancing such Mortgage Loan. The Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as “Special Servicer” or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the Special Servicer or any of its Affiliates to refinance a Mortgage Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Mortgage Loan or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the Special Servicer from pursuing such refinancing for (y) any Mortgage Loan that is a Specially Serviced Mortgage Loan, or (z) any Mortgage Loan that is within 180 days of its Stated Maturity Date (or if such Mortgage Loan is an ARD Mortgage Loan, its Anticipated Repayment Date) if, after written inquiry by the Special Servicer to the Master Servicer, the Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2012-C9), Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2012-C9)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan or Whole Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan CombinationWhole Loan), the Operating Advisor, the Certificate Administrator, the TrusteeTrustee and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan or Whole Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Subsub-Servicerservicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan and/or Companion Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan and/or Companion Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan and/or Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Mortgage Loan and/or Companion Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan and/or Companion Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan HolderHolder and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Mortgage Loan and/or Companion Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan and/or Companion Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan and/or Companion Loan as a Serviced Mortgage Loan and/or Companion Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan or Whole Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, and shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Citigroup Commercial Mortgage Trust 2012-Gc8), Pooling and Servicing Agreement (Citigroup Commercial Mortgage Trust 2012-Gc8)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially or Serviced LoanLoan Combination, the Master Servicer shall promptly give written notice thereof to the Subordinate Class Representative and the Majority Subordinate Certificateholder (and to the related Serviced Pari Passu Companion Loan Holder(s)), and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, Trust Advisor and the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its best reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan or Serviced Loan Combination and reasonably requested by the Special Servicer to enable it the Special Servicer to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The information, documents and records to be delivered by the Master Servicer to the Special Servicer pursuant to the prior sentence shall include, but not be limited to, financial statements, appraisals, environmental/engineering reports, leases, rent rolls, Insurance Policies, UCC Financing Statements and tenant estoppels, to the extent they are in the possession of the Master Servicer (or any Sub-Servicer thereof). The Master Servicer shall use its best reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trust Advisor, the Trustee, the Operating Advisor, Subordinate Class Representative and the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder Majority Subordinate Certificateholder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanServiced Pari Passu Companion Loan Holder(s)) and, for posting and shall return the related Servicing File within five (5) Business Days to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon Master Servicer. Upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan or Serviced Loan Combination and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Serviced Mortgage Loan or Serviced Loan Combination, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan or Serviced Loan Combination shall resume. Notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a Serviced result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Cross-Collateralized Mortgage Loan that is not upon its becoming a Specially Serviced Loan shall resume. In additionCorrected Mortgage Loan, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within contemplated by the definition of “Mortgage File” and generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, Borrower generated while the subject Serviced Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing each furnish to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans andother, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any Serviced Mortgage Loan or Administered REO Property and as shall provide the Special Servicer and the Operating Advisor with any information be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement hereunder. (d) In connection with the performance of its obligations hereunder with respect to the extent such information is within the Master Servicer’s possession. Upon requestany Serviced Mortgage Loan, the Special Servicer shall provide Serviced Loan Combination or Administered REO Property, each of the Master Servicer and the Operating Special Servicer shall be entitled to rely upon written information provided to it by the other. (e) Subject to the provisions of the following sentence, none of the Special Servicer, the Trust Advisor or any of their respective Affiliates shall contact the related Borrower or any key principal of such Borrower about any Serviced Mortgage Loan without the prior consent of the Master Servicer, unless (i) the related Borrower has initiated such contact, (ii) with respect to the Special Servicer, such Serviced Mortgage Loan (A) is a Specially Serviced Mortgage Loan or (B) is a Performing Mortgage Loan and such contact relates to a Special Servicer Decision or Material Action, or (iii) with respect to the Trust Advisor, such Serviced Mortgage Loan is a Specially Serviced Mortgage Loan and such contact relates to the Trust Advisor’s satisfaction of its obligations under this Agreement in the Trust Advisor’s reasonable judgment; provided, that the Special Servicer or its Affiliates may conduct promotions which are directed generally to commercial mortgage loan borrowers, originators and mortgage brokers, including, without limitation, mass mailings based upon commercially acquired mailing lists or information generally available in the public domain, newspaper, radio, television or print advertisements, or take actions in connection with servicing the refinancing needs of a Borrower who, without such direct or indirect solicitation by the Special Servicer, contacts the Special Servicer with the purpose of refinancing such Serviced Mortgage Loan. The Special Servicer and its Affiliates shall not use any information reasonably required obtained in its capacity as Special Servicer, under this Agreement or, if applicable, as a Certificateholder, to solicit any Borrower or a key principal of such Borrower or any mortgage broker to permit the Special Servicer or any of its Affiliates to refinance a Serviced Mortgage Loan transferred to the Trust by a Mortgage Loan Seller that is not affiliated with the Special Servicer or such Certificateholder, including, without limitation, (i) the name, address, phone number or other information regarding such Borrower or a key principal of such Borrower, or (ii) information related to the related Serviced Mortgage Loan or Mortgaged Property including, without limitation, the maturity date, the interest rate, the prepayment provisions, or any operating or other financial information; provided that such limitation on the solicitation of refinancing shall not prevent the Special Servicer from pursuing such refinancing for (y) any Serviced Mortgage Loan that is a Specially Serviced Mortgage Loan, or (z) any Serviced Mortgage Loan that is within 180 days of its Stated Maturity Date (or if such Mortgage Loan is an ARD Mortgage Loan, its Anticipated Repayment Date) if, after written inquiry by the Special Servicer to the Master Servicer, the Master Servicer or indicates that the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possessionBorrower has not obtained a written commitment for refinancing.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2014-Lc16), Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2014-Lc16)

AutoNDA by SimpleDocs

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the TrusteeTrustee and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Mortgage Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate AdministratorAdministrator and, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Mortgage Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Mortgage Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, and shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (GS Mortgage Securities Trust 2012-Gcj9), Pooling and Servicing Agreement (GS Mortgage Securities Trust 2012-Gcj9)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan or the Split-Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced the Companion Loan Holder (in the case of a Serviced Loan Combinationthe Split-Loan), the Operating Advisor, the Certificate Administrator, the TrusteeTrustee and, during a Subordinate Control Period or a Collective Consultation Period, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.14 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan or the Split-Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Subsub-Servicerservicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan and/or Companion Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan and/or Companion Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan and/or Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Mortgage Loan and/or Companion Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan and/or Companion Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced the Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanHolder(s) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.14 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Mortgage Loan and/or Companion Loan shall cease to be a Specially Serviced Mortgage Loan in accordance with the first proviso of the definition of Specially Serviced Mortgage Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan and/or Companion Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan and/or Companion Loan as a Serviced Mortgage Loan and/or Companion Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan or the Split-Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, 3.22 the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Mortgage Loans and, upon request, and shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CCRE Commercial Mortgage Securities, L.P.)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, and, to the extent practicable prior to acceleration of any related Note or commencement of any foreclosure or similar proceedings, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the related Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) in its possession relating to such Serviced Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicerthereto. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing Fileinformation, documents and records referred to in the preceding sentence. Notwithstanding anything herein to the contrary, the Special Servicer shall accept for servicing any Mortgage Loan transferred to it by the Master Servicer pursuant to this Section 3.21. With respect to each such Serviced Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall also instruct the related Mortgagor to continue Borrower to remit all payments in respect of such Serviced Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Master Servicer. The Master Servicer shall forward any notices it would otherwise send Upon determining that the Servicing Transfer Event that caused a Mortgage Loan to the Mortgagor of such become a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan (other than an REO Mortgage Loan) has become a Corrected Loanbeen remedied and has remained remedied for three consecutive months and no other Servicing Transfer Event has occurred and is continuing with respect thereto, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence Servicer and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicernotice, such Serviced Mortgage Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced LoansMortgage Loan, the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and its right to receive the Workout Fee shall terminate and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor Borrower to remit all payments in respect of such Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals originals, and to the Master Servicer copies, of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special ServicerBorrower. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (LTC Properties Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and shall deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. Without regard to whether the Master Servicer and the Special Servicer are the same Person, the Master Servicer shall immediately give notice of a Servicing Transfer Event in respect of any Serviced Mortgage Loan to the Controlling Class Representative. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence two sentences within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the each related Servicing Transfer Event. The Special Servicer has commenced the servicing of such may, as to any delinquent Serviced Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan prior to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send occurrence of a Servicing Transfer Event with respect thereto, request and obtain the foregoing documents and information in order to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagorperform its duties described in Section 3.02. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Serviced Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Controlling Class Representative. In addition, if the Master Servicer is not also the Special Servicer, the TrusteeSpecial Servicer shall immediately give notice thereof, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, and shall return the related Directing Holder (prior Servicing File within five Business Days, to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider Master Servicer; and, upon giving such notice and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Mortgage Loan upon its becoming a Corrected Serviced Mortgage Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Serviced Mortgage Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian Trustee originals of documents included within contemplated by the definition of "Mortgage File" and generated while such Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, Borrower generated while such Mortgage Loan is a Specially Serviced Mortgage Loan. (c) The Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect furnish to each of the Specially Serviced Loans andother, upon reasonable request, such reports, documents, certifications and information in its possession, and access to such books and records maintained thereby, as may relate to any Mortgage Loan or REO Property and as shall provide the Special Servicer and the Operating Advisor with any information be reasonably required by the Special Servicer or the Operating Advisor requesting party in order to perform its duties under this Agreement to hereunder. (d) In connection with the extent such information is within the Master Servicer’s possession. Upon requestperformance of its obligations hereunder, the Special Servicer shall provide each of the Master Servicer and the Operating Advisor with any Special Servicer shall be entitled to rely upon written information reasonably provided to it by the other. (e) Notwithstanding anything in this Agreement to the contrary, in the event that the Master Servicer and the Special Servicer are the same Person, all notices, certificates, information, consents and documents required to be given or delivered by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent Special Servicer or vice versa shall be deemed to be given or delivered, as the case may be, without the necessity of any action on such information is within the Special Servicer’s possessionPerson's part.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Citigroup Commercial Mortgage Securities Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan Mortgage Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, that if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may conclusively rely on the Master Servicer. The Master Servicer shall forward any notices it would otherwise send 's determination that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Mortgage Loan's becoming a Specially Serviced Loan to the Mortgage Loan. The Special Servicer who shall send such notice not be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related MortgagorMaster Servicer's failure to deliver information, documents or records with respect to any Specially Serviced Mortgage Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Loan, and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall within five Business Days of such occurrence return the related Servicing File, together with any and all new information, documents and records relating to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related subject Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CDC Commercial Mortgage Trust 2002-Fx1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Mortgage Loan (other than the 2004-C10 Serviced Loan has become a Specially Serviced Mortgage Loan), the Master Servicer or Special Servicer, as applicable, shall promptly notify the Trustee and the Master Servicer or Special Servicer, as applicable, and, if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give written notice thereof immediately deliver or cause to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver be delivered a copy of the related Mortgage File and Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and, if applicable the related Companion Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. Notwithstanding the related Mortgagor to continue to remit all payments in respect occurrence of such Serviced Loan to a Servicing Transfer Event, the Master Servicer. The Master Servicer shall forward any notices it would otherwise send continue to the Mortgagor of receive payments on such a Specially Serviced Mortgage Loan to (including amounts collected by the Special Servicer who shall send such notice to the related MortgagorServicer). Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to shall return the related Mortgage Loan) andFile and Servicing File and all other information, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice documents and the return records that were not part of the Servicing File when it was delivered to the Special Servicer within five Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan, and, if applicable, the Companion Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Loan that is not a Specially Serviced and, if applicable, the related Companion Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Wachovia Commercial Mortgage Securities Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Mortgage Loan or Serviced Whole Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan CombinationWhole Loan), the Operating Advisor, the Certificate Administrator, the TrusteeTrustee and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan or Serviced Whole Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Mortgage Loan and/or Serviced Companion Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of such Mortgage Loan and/or Serviced Companion Loan until the Special Servicer has commenced the servicing of such Mortgage Loan and/or Serviced Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Mortgage Loan and/or Serviced Companion Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Mortgage Loan and/or Serviced Companion Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan HolderHolder and, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.13 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Mortgage Loan and/or Serviced Companion Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s obligation to service such Mortgage Loan and/or Serviced Companion Loan shall terminate and the obligations of the Master Servicer to service and administer such Mortgage Loan and/or Serviced Companion Loan as a Mortgage Loan and/or Serviced Companion Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Mortgage Loan or Serviced Whole Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, and shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (GS Mortgage Securities Trust 2013-Gcj16)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially Serviced Loanor Companion Loan and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan or Companion Loan, as the case may be, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; PROVIDED, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may conclusively rely on the Master Servicer. The Master Servicer shall forward any notices it would otherwise send 's determination that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Mortgage Loan or Companion Loan becoming a Specially Serviced Loan to the Loan. The Special Servicer who shall send such notice not be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related MortgagorMaster Servicer's failure to deliver information, documents or records with respect to any Specially Serviced Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Loan has become a Corrected LoanLoan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicerthereof, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, and shall within five Business Days of such occurrence return the related Directing Holder (prior to the occurrence Servicing File and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andall other information, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice documents and the return records that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan or Companion Loan, as applicable, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan or Companion Loan, as applicable, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan or Companion Loan, as applicable shall resume. Notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a Serviced result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Mortgage Loan that is not upon its becoming a Specially Serviced Loan shall resume. In additionCorrected Loan, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; PROVIDED that no Cross-Collateralized Mortgage Loan may become a Corrected Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced LoanLoans, the Special Servicer shall provide to the Custodian originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Structured Asset Sec Corp Com Mort Pas THR Certs Ser 2000-C3)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly give written notice thereof, and return the related Servicing File (or a copy thereof to the extent a copy had been received by the Special Servicer), to the Master Servicer and upon giving such notice, and returning such Servicing File (or copy thereof), to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding other provisions in this Agreement to the preceding paragraphcontrary, to make payments to the Master Servicer shall remain responsible for the accounting, data collection, reporting (based on reports delivered by the Special Servicer) and other basic Master Servicer administrative functions with respect to Specially Serviced Mortgage Loans, upon such determination, provided that the Special Servicer shall instruct establish procedures for the Master Servicer as to the application of receipts and tendered payments and shall have the exclusive responsibility for and authority over all contacts (including billing and collection) with and notices to Mortgagors and similar matters relating to each Specially Serviced Mortgage Loan and the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly Mortgaged Property. Also notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master ServicerServicer with respect to any such Mortgage Loan upon its becoming a Corrected Mortgage Loan, the Master Servicer and the Special Servicer shall each transfer to the other, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Group. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within contemplated by the definition of "Mortgage File" and generated while such Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special ServicerMortgagor generated while such Mortgage Loan is a Specially Serviced Mortgage Loan. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under anything in this Agreement to the extent such information is within contrary, in the Master Servicer’s possession. Upon request, the Special Servicer shall provide event that the Master Servicer and the Operating Advisor with any information reasonably Special Servicer are the same Person, all notices, certificates, information, consents and documents required to be given or delivered by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent Special Servicer or vice versa shall be deemed to be given or delivered, as the case may be, without the necessity of any action on such information is within the Special Servicer’s possessionPerson's part.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Mortgage Capital Funding Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Mortgage Loan (other than the 2005-C17 Serviced Loan has become a Specially Serviced LoanMortgage Loans), the Master Servicer or Special Servicer, as applicable, shall promptly notify the Trustee and Master Servicer or Special Servicer, as applicable, and, if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give written notice thereof immediately deliver or cause to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver be delivered a copy of the related Mortgage File and Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and, if applicable the related Companion Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. Notwithstanding the related Mortgagor to continue to remit all payments in respect occurrence of such Serviced Loan to a Servicing Transfer Event, the Master Servicer. The Master Servicer shall forward any notices it would otherwise send continue to the Mortgagor of receive payments on such a Specially Serviced Mortgage Loan to (including amounts collected by the Special Servicer who shall send such notice to the related MortgagorServicer). Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to shall return the related Mortgage Loan) andFile and Servicing File and all other information, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice documents and the return records that were not part of the Servicing File when it was delivered to the Special Servicer within five Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan, and, if applicable, the Companion Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Loan that is not a Specially Serviced and, if applicable, the related Companion Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2005-C18)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly give written notice thereof thereof, and return the related Servicing File, to the Master Servicer and upon giving such notice, and returning such Servicing File, to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding other provisions in this Agreement to the preceding paragraphcontrary, the Master Servicer shall remain responsible for the accounting, data collection, reporting and other basic Master Servicer administrative functions with respect to make payments to the Special ServicerSpecially Serviced Mortgage Loans, upon such determination, provided that the Special Servicer shall instruct establish procedures for the Master Servicer as to the application of receipts and tendered payments and shall have the exclusive responsibility for and authority over all contacts (including billing and collection) with and notices to Mortgagors and similar matters relating to each Specially Serviced Mortgage Loan and the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly Mortgaged Property. Also notwithstanding anything herein to the contrary, in connection with the transfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master ServicerServicer with respect to any such Mortgage Loan upon its becoming a Corrected Mortgage Loan, the Master Servicer and the Special Servicer shall each transfer to the other, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at any time that a continuing Servicing Transfer Event exists with respect to another Cross- Collateralized Mortgage Loan in the same Group. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within contemplated by the definition of "Mortgage File" and generated while such Mortgage Loan is a Specially Serviced Mortgage Loan, for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special ServicerMortgagor generated while such Mortgage Loan is a Specially Serviced Mortgage Loan. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under anything in this Agreement to the extent such information is within contrary, in the Master Servicer’s possession. Upon request, the Special Servicer shall provide event that the Master Servicer and the Operating Advisor with any information reasonably Special Servicer are the same Person, all notices, certificates, information, consents and documents required to be given or delivered by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent Special Servicer or vice versa shall be deemed to be given or delivered, as the case may be, without the necessity of any action on such information is within the Special Servicer’s possessionPerson's part.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Mortgage Capital Funding Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Mortgage Loan (other than a Non-Serviced Mortgage Loan), Serviced Companion Loan has become a Specially or Serviced LoanB Note and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Mortgage Loan, Serviced Companion Loan or Serviced B Note and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the each related Servicing Transfer Event. The Special Servicer has commenced the servicing of such may, as to any delinquent Mortgage Loan (other than a Non-Serviced Mortgage Loan), which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Companion Loan that becomes a Specially or Serviced LoanB Note, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan prior to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to occurrence of a Servicing Transfer Event with respect thereto, request and obtain the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagorforegoing documents and information. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly give written notice thereof thereof, and return the related Servicing File, to the Master Servicer and upon giving such notice, and returning such Servicing File, to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Mortgage Loan, Serviced Companion Loan or Serviced B Note, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, Serviced Companion Loan or Serviced B Note, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Mortgage Loan, Serviced Companion Loan as a or Serviced Loan that is not a Specially Serviced Loan B Note in accordance with this Agreement shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding other provisions in this Agreement to the preceding paragraphcontrary, the Master Servicer shall remain responsible for the billing and collection, accounting, data collection, reporting and other basic Master Servicer administrative functions with respect to make payments to the Special ServicerSpecially Serviced Mortgage Loans, upon such determinationprovided, that the Special Servicer shall instruct establish procedures for the Master Servicer as to the application of receipts and tendered payments and shall have the exclusive responsibility for and authority over all contacts with and notices to Mortgagors and similar matters relating to each Specially Serviced Mortgage Loan and the related Mortgagor Mortgaged Property. The Master Servicer, upon the occurrence of a Servicing Transfer Event with respect to remit all payments in respect of any Serviced Companion Loan or Serviced B Note, and the Special Servicer upon a determination that such Specially Serviced Mortgage Loan directly has become a Corrected Mortgage Loan, shall promptly give written notice thereof to the Master Servicerrelated Serviced Companion Loan Holders and Serviced B Note Holders. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Mortgage Loan, Serviced Companion Loan or Serviced B Note information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under anything in this Agreement to the extent such information is within contrary, in the Master Servicer’s possession. Upon request, the Special Servicer shall provide event that the Master Servicer and the Operating Advisor with any Special Servicer are the same Person, all notices, certificates, information reasonably and consents required to be given by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent Special Servicer or vice versa shall be deemed to be given without the necessity of any action on such information is within the Special Servicer’s possessionPerson's part.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (GMAC Commercial Mortgage Securities Inc. Series 2004-C2)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially Serviced Loanand if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the each related Servicing Transfer Event. The Special Servicer has commenced the servicing of such Serviced may, as to any delinquent Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan prior to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to occurrence of a Servicing Transfer Event with respect thereto, request and obtain the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagorforegoing documents and information. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly give written notice thereof thereof, and return the related Servicing File, to the Master Servicer and upon giving such notice, and returning such Servicing File, to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Loan shall terminate Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate, and the 126 obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Loan that is not a Specially Serviced Loan in accordance with this Agreement shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding other provisions in this Agreement to the preceding paragraphcontrary, the Master Servicer shall remain responsible for the billing and collection, accounting, data collection, reporting and other basic Master Servicer administrative functions with respect to make payments to the Special ServicerSpecially Serviced Mortgage Loans, upon such determination, provided that the Special Servicer shall instruct establish procedures for the Master Servicer as to the application of receipts and tendered payments and shall have the exclusive responsibility for and authority over all contacts with and notices to Mortgagors and similar matters relating to each Specially Serviced Mortgage Loan and the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master ServicerMortgaged Property. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Gmac Commercial Mortgage Securities Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become that had otherwise been a Specially Performing Serviced Mortgage Loan, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof (or, if applicable, the Special Servicer shall immediately give notice thereof to the Special Master Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), and the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and Master Servicer shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan Mortgage Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of each related Servicing Transfer Event (or of notice of the occurrence of such Serviced Loan until Servicing Transfer Event, if applicable); provided, however, that if the Special Servicer has commenced the servicing of such Serviced Loaninformation, which shall occur upon the receipt documents and records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may conclusively rely on the Master Servicer. The 's determination (and the Master Servicer shall forward any notices it would otherwise send may conclusively rely on the Special Servicer's determination, as applicable) that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Serviced Mortgage Loan's becoming a Specially Serviced Loan to the Mortgage Loan. The Special Servicer who shall send such notice not be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related MortgagorMaster Servicer's failure to deliver information, documents or records with respect to any Specially Serviced Mortgage Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall within five Business Days of such occurrence return the related Servicing File, together with any and all new information, documents and records relating to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion subject Mortgage Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Serviced Mortgage Loan upon its becoming a Corrected Mortgage Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Mortgage Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Structured Asset Sec Corp Lb Ubs Com Mort Tr 2003-C8)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially Serviced Loan(other than the Mesa Grande Loan A2) and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the each related Servicing Transfer Event. The Special Servicer has commenced may, as to any delinquent Mortgage Loan (other than the servicing of such Serviced LoanMesa Grande Loan A2), which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan prior to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to occurrence of a Servicing Transfer Event with respect thereto, request and obtain the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagorforegoing documents and information. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly give written notice thereof thereof, and return the related Servicing File, to the Master Servicer and upon giving such notice, and returning such Servicing File, to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Loan that is not a Specially Serviced Loan in accordance with this Agreement shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding other provisions in this Agreement to the preceding paragraphcontrary, the Master Servicer shall remain responsible for the billing and collection, accounting, data collection, reporting and other basic Master Servicer administrative functions with respect to make payments to the Special ServicerSpecially Serviced Mortgage Loans, upon such determination, provided that the Special Servicer shall instruct establish procedures for the Master Servicer as to the application of receipts and tendered payments and shall have the exclusive responsibility for and authority over all contacts with and notices to Mortgagors and similar matters relating to each Specially Serviced Mortgage Loan and the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master ServicerMortgaged Property. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Gmac Commercial Mortgage Securities Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan or Whole Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any the related Serviced Companion Loan Holder (in the case of a Serviced Loan CombinationInterest Holder(s), the Operating Advisor, the Certificate AdministratorTrustee and, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to Event, the related Mortgage Loan) Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.14 of this Agreement, the Rule 17g-5 Information Provider and each Rating Agency shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan or Whole Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Subsub-Servicerservicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan and/or Companion Interest became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan and/or Companion Interest until the Special Servicer has commenced the servicing of such Serviced LoanMortgage Loan and/or Companion Interest, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Mortgage Loan and/or Companion Interest that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan and/or Companion Interest to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage LoanInterest Holder(s) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant subject to Section 12.13 11.14 of this Agreement, the Rule 17g-5 Information Provider each Rating Agency and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Mortgage Loan and/or Companion Interest shall cease to be a Specially Serviced Mortgage Loan in accordance with the first proviso of the definition of Specially Serviced Mortgage Loans, the Special Servicer’s obligation to service such Serviced Mortgage Loan and/or Companion Interest shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan and/or Companion Interest as a Serviced Mortgage Loan and/or Companion Interest that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan or Whole Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, 3.22 the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Mortgage Loans and, upon request, and shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s its possession. Upon request, the The Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s its possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Gs Mortgage Securities Corp Ii)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially Serviced Loanand if the Master Servicer is not also the Special Servicer, the Master Servicer 101 shall promptly give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the each related Servicing Transfer Event. The Special Servicer has commenced the servicing of such Serviced may, as to any delinquent Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan prior to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to occurrence of a Servicing Transfer Event with respect thereto, request and obtain the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagorforegoing documents and information. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly give written notice thereof thereof, and return the related Servicing File, to the Master Servicer and upon giving such notice, and returning such Servicing File, to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Loan that is not a Specially Serviced Loan in accordance with this Agreement shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding other provisions in this Agreement to the preceding paragraphcontrary, the Master Servicer shall remain responsible for the billing and collection, accounting, data collection, reporting and other basic Master Servicer administrative functions with respect to make payments to the Special ServicerSpecially Serviced Mortgage Loans, upon such determination, provided that the Special Servicer shall instruct establish procedures for the Master Servicer as to the application of receipts and tendered payments and shall have the exclusive responsibility for and authority over all contacts with and notices to Mortgagors and similar matters relating to each Specially Serviced Mortgage Loan and the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master ServicerMortgaged Property. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Gmac Commercial Mortgage Securities Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written notice thereof to the or Special Servicer, any related Serviced Companion Loan Holder whichever made such determination, shall promptly notify the other such party, the Controlling Class Representative and the Trustee (and, in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to Non-Trust Loan Noteholder(s)), and if the occurrence and continuance of a Consultation Termination Event with respect to Master Servicer is not also the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this AgreementSpecial Servicer, the Rule 17g-5 Information Provider and Master Servicer shall promptly immediately deliver or cause to be delivered a copy of the related Mortgage File and Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such the Serviced Loan Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable 157 efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. Notwithstanding the related Mortgagor to continue to remit all payments in respect occurrence of such Serviced Loan to a Servicing Transfer Event, the Master Servicer. The Master Servicer shall forward any notices it would otherwise send continue to receive payments on the Mortgagor of such a Specially subject Serviced Loan to (including amounts collected by the Special Servicer who shall send such notice to the related MortgagorServicer). Upon determining that a Specially Serviced Loan has become a Corrected LoanLoan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master ServicerServicer and, within five (5) Business Days of the Trusteeoccurrence, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to shall return the related Mortgage Loan) and, for posting File to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice Custodian and the return related Servicing File, together with all other information, documents and records that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer). Upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Loan Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Serviced Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanLoans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Citigroup Commercial Mortgage Trust 2006-C4)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event together with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File related Mortgage File, to the Special Servicer and concurrently provide (with a copy of such Servicing File the notice to the Operating Advisor Controlling Class Representative) and the Master Servicer shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the such Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan became a 105 Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing Fileinformation, documents and records referred to in the preceding sentence. With respect to each such Serviced Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor Borrower to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer. The If Midland ceases to be the Master Servicer or the Special Servicer, Midland and the successor Master Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall forward any notices it would otherwise send instruct the related Borrower to the Mortgagor remit all payments in respect of such a Specially Serviced Mortgage Loan to the Special Servicer who Servicer, provided that the payee in respect of such payments shall send such notice to remain the related MortgagorMaster Servicer. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence Servicer and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicernotice, such Serviced Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan in accordance with pursuant to the first proviso of to the definition of Specially Serviced LoansMortgage Loan, the Special Servicer’s 's obligation to service such Serviced Mortgage Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor Borrower has been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor such Borrower to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related MortgagorBorrower, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Commercial Mortgage Acceptance Corp)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer or Special Servicer, as applicable, shall promptly give written notice thereof to notify the Trustee and Master Servicer or Special Servicer, as applicable, and, if the Master Servicer is not also the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior Master Servicer shall immediately deliver or cause to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver be delivered a copy of the related Mortgage File and Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and, if applicable the related Companion Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) [__] Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. Notwithstanding the related Mortgagor to continue to remit all payments in respect occurrence of such Serviced Loan to a Servicing Transfer Event, the Master Servicer. The Master Servicer shall forward any notices it would otherwise send continue to the Mortgagor of receive payments on such a Specially Serviced Mortgage Loan to (including amounts collected by the Special Servicer who shall send such notice to the related MortgagorServicer). Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to shall return the related Mortgage Loan) andFile and Servicing File and all other information, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice documents and the return records that were not part of the Servicing File when it was delivered to the Special Servicer within [__] Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan, and, if applicable, the Companion Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Loan that is not a Specially Serviced and, if applicable, the related Companion Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Wachovia Commercial Mortgage Securities Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), Controlling Class Representative and the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor Trustee and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Subsub-Servicerservicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing Fileinformation, documents and records referred to in the preceding sentence. With respect to each such Serviced Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor Borrower to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer. If GMAC Commercial Mortgage Corporation ceases to be the Master Servicer or if Lennar ceases to be the Special Servicer, the successor Master Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Master Servicer. The Special Servicer shall remit to the Master Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor Borrower of such a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related MortgagorBorrower. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider Servicer and, upon giving such notice and the return of the Servicing File to the Master Servicernotice, such Serviced Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan in accordance with the first proviso of the definition of Specially Serviced Mortgage Loans, the Special Servicer’s 's obligation to service such Serviced Mortgage Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor Borrower has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor Borrower to remit all payments in respect of such Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related MortgagorBorrower, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Gs Mortgage Sec Corp Ii Comm Mort Pa Thro Cer Ser 1999-C1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to notify the Trustee and if the Master Servicer is not also the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination)Master Servicer shall immediately give notice thereof, the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver or cause to be delivered a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. Notwithstanding the related Mortgagor to continue to remit all payments in respect occurrence of such Serviced Loan to a Servicing Transfer Event, the Master Servicer. The Master Servicer shall forward any notices it would otherwise send continue to the Mortgagor of receive payments on such a Specially Serviced Mortgage Loan to (including amounts collected by the Special Servicer who shall send such notice to the related MortgagorServicer). Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, and shall return the related Directing Holder (prior to the occurrence Servicing File and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andall other information, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice documents and the return records that were not part of the Servicing File when it was delivered to the Special Servicer within five Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof thereof, and deliver the related Servicing File and, to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to extent received from the related Mortgage Loan) andLoan Seller, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing related Mortgage File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the each related Servicing Transfer Event. The Special Servicer has commenced the servicing of such Serviced may, with respect to any delinquent Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan prior to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send occurrence of a Servicing Transfer Event with respect thereto, request and obtain the foregoing documents and information in order to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagorperform its duties described in Section 3.02. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly give written notice thereof, and return the related Servicing File (or a copy thereof to the extent a copy had been received by the Special Servicer), to the Master Servicer (using its reasonable efforts to do so within five (5) Business Days) and upon giving such notice, and returning such Servicing File (or copy thereof), to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding other provisions in this Agreement to the preceding paragraph, to make payments to the Special Servicer, upon such determinationcontrary, the Special Master Servicer shall instruct remain responsible for the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. accounting, data collection, reporting (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of based on reports delivered by the Special Servicer) and copies other basic Master Servicer administrative functions with respect to Specially Serviced Mortgage Loans, provided that the Special Servicer shall establish procedures for the Master Servicer as to the application of any additional receipts and tendered payments and shall have the exclusive responsibility for and authority over all contacts (including billing and collection) with and notices to Borrowers and similar matters relating to each Specially Serviced Mortgage Loan and the related Serviced Loan informationMortgaged Property. Also notwithstanding anything herein to the contrary, including correspondence in connection with the related Mortgagortransfer to the Special Servicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Mortgage Loan upon its becoming a Corrected Mortgage Loan, the Master Servicer and the Special Servicer shall promptly provide copies of all of the foregoing each transfer to the Master Servicer other, as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22when applicable, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.the

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Salomon Brothers Mort Sec Vii Com Mor Pas THR Cer Se 1999-C1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Subsub-Servicerservicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing Fileinformation, documents and records referred to in the preceding sentence. With respect to each such Serviced Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor Borrower to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer. If GMAC Commercial Mortgage Corporation ceases to be the Master Servicer or the Special Servicer, the then current Master Servicer and Special Servicer may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Master Servicer. The Special Servicer shall remit to the Master Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor Borrower of such a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice to the related MortgagorBorrower. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider Servicer and, upon giving such notice and the return of the Servicing File to the Master Servicernotice, such Serviced Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan in accordance with the first proviso of the definition of Specially Serviced Mortgage Loans, the Special Servicer’s 's obligation to service such Serviced Mortgage Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor Borrower has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor Borrower to remit all payments in respect of such Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related MortgagorBorrower, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Structured Asset Securities Corp Series 1997 Ll I)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof notify the Trustee, the Special Servicer and the Controlling Class Representative (and with respect to the 00 Xxxx Xxxxxx Xxxxx Mortgage Loan, the WW Controlling Holder) (and with respect to any Loan Pair, the related Companion Holder) and if the Master Servicer is not also the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and Master Servicer shall promptly deliver or cause to be delivered a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and, if applicable, the related Companion Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicerthereto. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. After the related Mortgagor to continue to remit all occurrence of a Servicing Transfer Event, the Special Servicer shall collect payments in respect of on such Serviced Mortgage Loan and make remittances to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagorin accordance with Section 3.04. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, Servicer and the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder Controlling Class Representative (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related 00 Xxxx Xxxxxx Xxxxx Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider andWW 172 Controlling Holder), upon giving such notice (and with respect to any Loan Pair, any related Companion Holder) and shall return the return related Servicing File and all other information, documents and records that were not part of the Servicing File when it was delivered to the Special Servicer within five Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan and, if applicable, the related Companion Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan and, if applicable, the related Companion Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Loan that is not a Specially Serviced Loan and, if applicable, the related Companion Loan, shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Merrill Lynch Comm Mort Ps THR Certs Ser 2003-Key1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become that had otherwise been a Specially Performing Serviced Loan, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicer, Servicer and with respect to any Loan Group to the related Serviced Companion Loan Holder Noteholder (and, in the case of a Serviced the 111 Eighth Avenue Loan CombinationGroup, to the Class OEA-B Majority Holder (at thx xxxxxxx xxxxxxxed in Section 11.05)), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, that if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may conclusively rely on the Master Servicer. The Master Servicer shall forward any notices it would otherwise send 's determination that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Serviced Loan's becoming a Specially Serviced Loan to the Loan. The Special Servicer who shall send such notice not be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related MortgagorMaster Servicer's failure to deliver information, documents or records with respect to any Specially Serviced Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Loan has become a Corrected Loan, and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall within five Business Days of such occurrence return the related Servicing File, together with any and all new information, documents and records relating to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion subject Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Mortgage Loan upon its becoming a Corrected Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced LoanLoans, the Special Servicer shall provide to the Custodian originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Greenwich Capital Commercial Funding Corp. Commercial Mortgage Pass-Through Certificates Series 2004-Gg1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Loan, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, that if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may conclusively rely on the Master Servicer. The Master Servicer shall forward any notices it would otherwise send 's determination that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Loan's becoming a Specially Serviced Loan to the Loan. The Special Servicer who shall send such notice not be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related MortgagorMaster Servicer's failure to deliver information, documents or records with respect to any Specially Serviced Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Loan has become a Corrected Loan, and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall within five Business Days of such occurrence return the related Servicing File, together with any and all new information, documents and records relating to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion subject Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Mortgage Loan upon its becoming a Corrected Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced LoanLoans, the Special Servicer shall provide to the Custodian originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Structured Asset Securities Corp)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Mortgage Loan has become a Specially Serviced Loanor the Companion Loan and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan or Companion Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the each related Servicing Transfer Event. The Special Servicer has commenced the servicing of such Serviced may, as to any delinquent Mortgage Loan or Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan prior to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to occurrence of a Servicing Transfer Event with respect thereto, request and obtain the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagorforegoing documents and information. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly give written notice thereof thereof, and return the related Servicing File, to the Master Servicer and upon giving such notice, and returning such Servicing File, to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Mortgage Loan or Companion Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan or Companion Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced or Companion Loan that is not a Specially Serviced Loan in accordance with this Agreement shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding other provisions in this Agreement to the preceding paragraphcontrary, the Master Servicer shall remain responsible for the billing and collection, accounting, data collection, reporting and other basic Master Servicer administrative functions with respect to make payments to the Special ServicerSpecially Serviced Mortgage Loans, upon such determination, provided that the Special Servicer shall instruct establish procedures for the Master Servicer as to the application of receipts and tendered payments and shall have the exclusive responsibility for and authority over all contacts with and notices to Mortgagors and similar matters relating to each Specially Serviced Mortgage Loan and the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master ServicerMortgaged Property. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Gmac Commercial Mortgage Securities Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event together with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File related Mortgage File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the such Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing Fileinformation, documents and records referred to in the preceding sentence. With respect to each such Serviced Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor Borrower to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer. The If Midland ceases to be the Master Servicer or the Special Servicer, Midland and the successor Master Servicer or Special Servicer, as applicable, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall forward any notices it would otherwise send instruct the related Borrower to the Mortgagor remit all payments in respect of such a Specially Serviced Mortgage Loan to the Special Servicer who Servicer, provided that the payee in respect of such payments shall send such notice to remain the related MortgagorMaster Servicer. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence Servicer and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicernotice, such Serviced Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan in accordance with pursuant to the first proviso of to the definition of Specially Serviced LoansMortgage Loan, the Special Servicer’s 's obligation to service such Serviced Mortgage Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor Borrower has been instructed, pursuant to the last sentence of the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor such Borrower to remit all payments in respect of such Mortgage Loan that is no longer a Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related MortgagorBorrower, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Commercial Mortgage Acceptance Corp)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Mortgage Loan (other than the 2004-C10 Serviced Loan has become a Specially Serviced Mortgage Loan), the Master Servicer or Special Servicer, as applicable, shall promptly notify the Trustee and Master Servicer or Special Servicer, as applicable, and, if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly give written notice thereof immediately deliver or cause to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver be delivered a copy of the related Mortgage File and Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and, if applicable the related Companion Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. Notwithstanding the related Mortgagor to continue to remit all payments in respect occurrence of such Serviced Loan to a Servicing Transfer Event, the Master Servicer. The Master Servicer shall forward any notices it would otherwise send continue to the Mortgagor of receive payments on such a Specially Serviced Mortgage Loan to (including amounts collected by the Special Servicer who shall send such notice to the related MortgagorServicer). Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to shall return the related Mortgage Loan) andFile and Servicing File and all other information, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice documents and the return records that were not part of the Servicing File when it was delivered to the Special Servicer within five Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan, and, if applicable, the Companion Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Loan that is not a Specially Serviced and, if applicable, the related Companion Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2004-C12)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Subsub-Servicerservicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing Fileinformation, documents and records referred to in the preceding sentence. With respect to each such Serviced Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor Borrower to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer. If GMAC Commercial Mortgage Corporation ceases to be the Master Servicer, the successor Master Servicer, may agree that, notwithstanding the preceding sentence, with respect to each Mortgage Loan that became a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Borrower to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Master Servicer. The Special Servicer shall remit to the Master Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor Borrower of such a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice notices to the related MortgagorBorrower. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider Servicer and, upon giving such notice and the return of the Servicing File to the Master Servicernotice, such Serviced Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan in accordance with the first proviso of the definition of Specially Serviced Mortgage Loans, the Special Servicer’s 's obligation to service such Serviced Mortgage Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor Borrower has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor Borrower to remit all payments in respect of such Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related MortgagorBorrower, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder Depositor (in the case of an LBHI Mortgage Loan) and UBSPF (in the case of a Serviced Loan CombinationUBS Mortgage Loan), and if the Operating AdvisorMaster Servicer is not also the Special Servicer, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and Master Servicer shall promptly also deliver a copy of the related 138 Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan Mortgage Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, that if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may conclusively rely on the Master Servicer. The Master Servicer shall forward any notices it would otherwise send 's determination that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Mortgage Loan becoming a Specially Serviced Loan to the Mortgage Loan. The Special Servicer who shall send such notice not be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related MortgagorMaster Servicer's failure to deliver information, documents or records with respect to any Specially Serviced Mortgage Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanLoan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall within five Business Days of such occurrence return the related Servicing File, together with any and all new information, documents and records relating to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related subject Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Mortgage Loan upon its becoming a Corrected Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Commercial Mortgage Pass-Through Certificates Series 2000-C4)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicer, any related Serviced Companion Mortgage Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate AdministratorSeller, the Trustee, the related Directing Holder (prior to Special Servicer and the occurrence and continuance of a Consultation Termination Event with respect to Operating Adviser, shall deliver the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days after becoming aware of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly give written notice thereof to the Master ServicerMortgage Loan Seller, the Trustee, the Master Servicer and the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, Adviser and shall return the related Directing Holder (prior Servicing File to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon Master Servicer. Upon giving such notice notice, and the return of the returning such Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Salomon Brothers Mortgage Securities Vii Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become that had otherwise been a Specially Performing Serviced Loan, and if the Master Servicer is not also the Special Servicer, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence Servicer and continuance of a Consultation Termination Event with respect to any Loan Pair to the related Mortgage Loan) andCompanion Loan Holder, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Loan Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, that if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor have such period of time as reasonably necessary to continue to remit all payments in respect of make such Serviced Loan to delivery. The Special Servicer may conclusively rely on the Master Servicer. The Master Servicer shall forward any notices it would otherwise send 's determination that a Servicing Transfer Event has occurred giving rise to the Mortgagor of such a Serviced Loan's becoming a Specially Serviced Loan to the Loan. The Special Servicer who shall send such notice not be liable or in default hereunder for any reasonable act or failure to act because of or arising out of the related MortgagorMaster Servicer's failure to deliver information, documents or records with respect to any Specially Serviced Loan in accordance with the requirements hereof. Upon determining that a Specially Serviced Loan has become a Corrected Loan, and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof thereof, and shall within five Business Days of such occurrence return the related Servicing File, together with any and all new information, documents and records relating to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion subject Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return that were not part of the Servicing File when it was delivered to the Special Servicer, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding anything herein to the preceding paragraphcontrary, to make payments in connection with the transfer to the Special ServicerServicer of the servicing of a Cross-Collateralized Mortgage Loan as a result of a Servicing Transfer Event or the re-assumption of servicing responsibilities by the Master Servicer with respect to any such Mortgage Loan upon its becoming a Corrected Loan, upon such determination, the Master Servicer and the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly each transfer to the Master Servicerother, as and when applicable, the servicing of all other Cross-Collateralized Mortgage Loans constituting part of the same Cross-Collateralized Group; provided that no Cross-Collateralized Mortgage Loan may become a Corrected Loan at anytime that a continuing Servicing Transfer Event exists with respect to another Cross-Collateralized Mortgage Loan in the same Cross-Collateralized Group. (b) In servicing any Specially Serviced LoanLoans, the Special Servicer shall provide to the Custodian originals of newly executed documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in Master Servicer), and shall provide to the possession of the Special Servicer) and Master Servicer copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Greenwich Capital Commercial Fund Corp Comm Mort Tr 2003-C1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to notify the Trustee and if the Master Servicer is not also the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination)Master Servicer shall immediately give notice thereof, the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver or cause to be delivered a copy of the related Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and, if applicable, the related Companion Loan, either in the Master Servicer's or any of its directors', officers', employees', affiliates' or agents' possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. Notwithstanding the related Mortgagor to continue to remit all payments in respect occurrence of such Serviced Loan to a Servicing Transfer Event, the Master Servicer. The Master Servicer shall forward any notices it would otherwise send continue to the Mortgagor of receive payments on such a Specially Serviced Mortgage Loan to (including amounts collected by the Special Servicer who shall send such notice to the related MortgagorServicer). Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, and shall return the related Directing Holder (prior to the occurrence Servicing File and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andall other information, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice documents and the return records that were not part of the Servicing File when it was delivered to the Special Servicer within five Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s 's obligation to service such Serviced Mortgage Loan and, if applicable, the related Companion Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan and, if applicable, the related Companion Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Loan that is not a Specially Serviced Loan and, if applicable, the related Companion Loan, shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Merrill Lynch Mort Inv Inc Com MRT Pas THR Cert Ser 2002 Mw1)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer or Special Servicer, as applicable, shall promptly give written notice thereof to notify the Trustee and Master Servicer or Special Servicer, as applicable, and, if the Master Servicer is not also the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior Master Servicer shall immediately deliver or cause to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver be delivered a copy of the related Mortgage File and Servicing File File, to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and, if applicable the related Companion Loan, either in the Master Servicer’s or any of its directors’, officers’, employees’, affiliates’ or agents’ possession or control or otherwise available to the Master Servicer without undue burden or expense, and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan occurrence of each related Servicing Transfer Event; provided, however, if the information, documents and in any event shall continue to act as Master Servicer and administrator of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt records requested by the Special Servicer of are not contained in the Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct have such period of time as reasonably necessary to make such delivery. Notwithstanding the related Mortgagor to continue to remit all payments in respect occurrence of such Serviced Loan to a Servicing Transfer Event, the Master Servicer. The Master Servicer shall forward any notices it would otherwise send continue to the Mortgagor of receive payments on such a Specially Serviced Mortgage Loan to (including amounts collected by the Special Servicer who shall send such notice to the related MortgagorServicer). Upon determining that a Specially Serviced Mortgage Loan has become a Corrected LoanMortgage Loan and if the Master Servicer is not also the Special Servicer, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to shall return the related Mortgage Loan) andFile and Servicing File and all other information, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice documents and the return records that were not part of the Servicing File when it was delivered to the Special Servicer within five Business Days of the occurrence, to the Master Servicer (or such other Person as may be directed by the Master Servicer) and upon giving such notice, and returning such Serviced Loan shall cease Servicing File, to the Master Servicer (or such other Person as may be a Specially Serviced Loan in accordance with directed by the first proviso of the definition of Specially Serviced LoansMaster Servicer), the Special Servicer’s obligation to service such Serviced Mortgage Loan, and, if applicable, the Companion Loan, and the Special Servicer’s right to receive the Special Servicing Fee with respect to such Mortgage Loan shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Loan that is not a Specially Serviced and, if applicable, the related Companion Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.of

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Securities Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Multifamily Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event together with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File related Mortgage File, to the a Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the such Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced Multifamily Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Sub-ServicerSubservicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Multifamily Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Multifamily Loan (i) if the Master Servicer does not exercise such discretion or (ii) until the Special Servicer has commenced the servicing of such Serviced Multifamily Loan, which shall occur upon the receipt by the Special Servicer of the Servicing information, documents and records referred to in the preceding sentence. No later than 10 Business Days before the Master Servicer is required to deliver a copy of the Mortgage File to the Special Servicer, it shall review the Mortgage File and request from the Trustee any material documents that it is aware are missing from the Mortgage File. With respect to each such Serviced Multifamily Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related Mortgagor. Upon determining that a Multifamily Loan is no longer a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence Servicer and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loansnotice, the Special Servicer’s 's obligation to service such Serviced Multifamily Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Multifamily Loan as a Serviced Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Residential Asset Mortgage Products Inc)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that any Serviced Mortgage Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly immediately give written notice thereof to the Special Servicer, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties hereunder with respect thereto without acting through a Subsub-Servicerservicer, including, without limitation, financial statements, appraisals, environmental and engineering reports, rent rolls and tenant estoppels. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Mortgage Loan became a Specially Serviced Mortgage Loan and in any event shall continue to act as Master Servicer and administrator of such Serviced Mortgage Loan until the Special Servicer has commenced the servicing of such Serviced Mortgage Loan, which shall occur upon the receipt by the Special Servicer of the Servicing Fileinformation, documents and records referred to in the preceding sentence. With respect to each such Serviced Mortgage Loan that becomes a Specially Serviced Mortgage Loan, the Master Servicer shall instruct the related Mortgagor Borrower to either (i) to continue to remit all payments in respect of such Serviced Mortgage Loan to the Master Servicer or (ii) to remit all payments in respect of such Mortgage Loan to the Special Servicer, provided that the payee in respect of such payments shall remain the Master Servicer. The Special Servicer shall remit to the Master Servicer any such payments received by it pursuant to the preceding sentence within one Business Day of receipt. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor Borrower of such a Specially Serviced Mortgage Loan to the Special Servicer who shall send such notice notices to the related MortgagorBorrower. Upon determining that no event has occurred and is continuing with respect to a Mortgage Loan that causes such Mortgage Loan to be a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly immediately give written notice thereof to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider Servicer and, upon giving such notice and the return of the Servicing File to the Master Servicernotice, such Serviced Mortgage Loan shall cease to be a Specially Serviced Mortgage Loan in accordance with the first proviso of the definition of Specially Serviced Mortgage Loans, the Special Servicer’s 's obligation to service such Serviced Mortgage Loan shall terminate and the obligations of the Master Servicer to service and administer such Serviced Mortgage Loan as a Serviced Mortgage Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor Borrower has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such determination, the Special Servicer shall instruct the related Mortgagor Borrower to remit all payments in respect of such Specially Serviced Mortgage Loan directly to the Master Servicer. (b) In servicing any Specially Serviced Mortgage Loan, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (to the extent such documents are in the possession of the Special Servicer) and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related MortgagorBorrower, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Cap I Inc Comm Mort Pass THR Cer Ser 1998 Xl2)

Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping. (a) Upon determining that a Servicing Transfer Event has occurred with respect to any Serviced Loan has become a Specially Serviced Mortgage Loan, the Master Servicer shall promptly give written notice thereof to the Special Servicerthereof, any related Serviced Companion Loan Holder (in the case of a Serviced Loan Combination), the Operating Advisor, the Certificate Administrator, the Trustee, and deliver the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) andServicing File, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and shall promptly deliver a copy of the Servicing File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its reasonable best efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting the Mortgage File, but including or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Serviced the Mortgage Loan and reasonably requested by the Special Servicer to enable it to assume its duties functions hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its reasonable best efforts to comply with the preceding sentence within five (5) Business Days of the date such Serviced Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator occurrence of such Serviced Loan until the Special Servicer has commenced the servicing of such Serviced Loan, which shall occur upon the receipt by the Special Servicer of the each related Servicing File. With respect to each such Serviced Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct the related Mortgagor to continue to remit all payments in respect of such Serviced Loan to the Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced Loan to the Special Servicer who shall send such notice to the related MortgagorTransfer Event. Upon determining that a Specially Serviced Mortgage Loan has become a Corrected Mortgage Loan, the Special Servicer shall promptly give written notice thereof thereof, and return the related Servicing File, to the Master Servicer and upon giving such notice, and returning such Servicing File, to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Serviced Companion Loan Holder, the related Directing Holder (prior to the occurrence and continuance of a Consultation Termination Event with respect to the related Mortgage Loan) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 12.13 of this Agreement, the Rule 17g-5 Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Serviced Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition of Specially Serviced Loans, the Special Servicer’s 's obligation to service such Serviced Loan Mortgage Loan, and the Special Servicer's right to receive the Special Servicing Fee with respect to such Mortgage Loan, shall terminate terminate, and the obligations of the Master Servicer to service and administer such Serviced Loan as a Serviced Loan that is not a Specially Serviced Mortgage Loan shall resume. In addition, if the related Mortgagor has been instructed, pursuant Notwithstanding other provisions in this Agreement to the preceding paragraphcontrary, the Master Servicer shall remain responsible for the accounting, data collection, reporting and other basic Master Servicer administrative functions with respect to make payments to the Special ServicerSpecially Serviced Mortgage Loans, upon such determination, provided that the Special Servicer shall instruct establish procedures for the Master Servicer as to the application of receipts and tendered payments and shall have the exclusive responsibility for and authority over all contacts (including billing and collection) with and notices to Mortgagors and similar matters relating to each Specially Serviced Mortgage Loan and the related Mortgagor to remit all payments in respect of such Specially Serviced Loan directly to the Master ServicerMortgaged Property. (b) In servicing any Specially Serviced LoanMortgage Loans, the Special Servicer shall provide to the Custodian Trustee originals of documents included within the definition of "Mortgage File" for inclusion in the related Mortgage File (with a copy of each such original to the extent such documents are in the possession of the Special Master Servicer) ), and copies of any additional related Serviced Mortgage Loan information, including correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer. (c) Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Master Servicer’s possession. Upon request, the Special Servicer shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or the Operating Advisor to perform its duties under this Agreement to the extent such information is within the Special Servicer’s possession.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Mortgage Capital Funding Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!