Common use of Use of Subservicers and Subcontractors Clause in Contracts

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section. (a) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or the Depositor to the utilization of any Subservicer. The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of this Section and with Sections 4.1.3 and 5.2 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Certification under Section 4.1.3(c) as and when requxxxx xx xx xxxivered. (b) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Master Servicer (or any designee of Master Servicer) a written description (in form and substance satisfactory to the Master Servicer and the Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)) of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.3, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section. (a) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or the Depositor to the utilization of any Subservicer. The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of this Section and with Sections 4.1.3 and 5.2 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Certification under Section 4.1.3(c) as and when requxxxx xx xx xxxivered. (b) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Master Servicer (or any designee of Master Servicer) a written description (in form and substance satisfactory to the Master Servicer and the Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation ABAB (as then interpreted by the Commission), and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. In the event of any disagreement among any of the parties hereto regarding the application of the Commission's interpretation to a particular Subcontractor, the determination of the Master Servicer shall be binding. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)) of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.3, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this SectionSection 4.25. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this SectionSection 4.25. (a) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or the any Depositor to the utilization of any Subservicer. The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of this Section 4.25 and with Sections 4.1.3 6.04, 6.06, 9.01(f)(iii), 9.01(f)(v), 9.01(f)(vi) and 5.2 9.01(g) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. required with respect to such Subservicer under Section 9.01(f)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Sarbanes Certification under Section 4.1.3(c) 6.06 as and when requxxxx xx xx xxxiveredrequired to be delivered. (b) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Master Servicer Purchaser and any Depositor (or any designee of Master Servicerthe Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Master Servicer Purchaser and the such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)Sections 6.06 and 9.01(f) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.36.06, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this SectionSection 4.26. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this SectionSection 4.26. (a) It shall not be necessary for the Servicer Company to seek the consent of the Purchaser, any Master Servicer or the any Depositor to the utilization of any Subservicer. The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of this Section 4.26 and with Sections 4.1.3 6.04, 6.06, 9.01(e)(iii), 9.01(e)(v), 9.01(e)(vi), 9.01(e)(vii), 9.01(e)(viii) and 5.2 9.01(f) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. required with respect to such Subservicer under Section 9.01(e)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Sarbanes Certification under Section 4.1.3(c) 6.06 as and when requxxxx xx xx xxxiveredrequired to be delivered. (b) It shall not be necessary for the Servicer Company to seek the consent of the Purchaser, any Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Purchaser, any Master Servicer and any Depositor (or any designee of Master Servicerthe Depositor, such as an administrator) a written description (in form and substance satisfactory to the Purchaser, such Depositor and such Master Servicer and the DepositorServicer) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)Sections 6.06 and 9.01(e) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer Purchaser and any Depositor any assessment of compliance and attestation and other certifications required to be delivered by such Subcontractor under Section 4.1.36.06, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this SectionSection 4.25. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this SectionSection 4.25. (a) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or the any Depositor to the utilization of any Subservicer. The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of this Section 4.25 and with Sections 4.1.3 6.04, 6.06, 9.01(d)(iii), 9.01(d)(v), 9.01(d)(vi) and 5.2 9.01(e) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. required with respect to such Subservicer under Section 9.01(d)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Sarbanes Certification under Section 4.1.3(c) 6.06 as and when requxxxx xx xx xxxiveredrequired to be delivered. (b) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Master Servicer Purchaser and any Depositor (or any designee of Master Servicerthe Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Master Servicer Purchaser and the such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)Sections 6.06 and 9.01(e) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.36.06, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this SectionSection 4.28. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this SectionSection 4.28. (a) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or the any Depositor to the utilization of any Subservicer. The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of this Section 4.28 and with Sections 4.1.3 6.4, 6.6, 9.1(g)(iii), 9.1(g)(v), 9.1(g)(vi) and 5.2 9.1(h) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. required with respect to such Subservicer under Section 9.1(g)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), 6.4 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) 6.6 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Sarbanes Certification under Section 4.1.3(c) 6.6 as and when requxxxx xx xx xxxiveredrequired to be delivered. (b) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Master Servicer Purchaser and any Depositor (or any designee of Master Servicerthe Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Master Servicer Purchaser and the such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)Sections 6.6 and 9.1(f) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.36.6, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this SectionSection 4.29. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this SectionSection 4.29. (a) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or the any Depositor to the utilization of any Subservicer. The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of this Section 4.29 and with Sections 4.1.3 6.04, 6.06, 9.01(e)(iii), 9.01(e)(v), 9.01(e)(vi) and 5.2 9.01(f) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. required with respect to such Subservicer under Section 9.01(e)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Sarbanes Certification under Section 4.1.3(c) 6.06 as and when requxxxx xx xx xxxiveredrequired to be delivered. (b) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Master Servicer Purchaser and any Depositor (or any designee of Master Servicerthe Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Master Servicer Purchaser and the such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)Sections 6.06 and 9.01(f) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.36.06, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this SectionSection 4.29. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this SectionSection 4.29. (a) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or the any Depositor to the utilization of any Subservicer. The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of this Section 4.29 and with Sections 4.1.3 6.04, 6.06, 9.01(e)(iii), 9.01(e)(v), 9.01(e)(vi) and 5.2 9.01(f) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. required with respect to such Subservicer under Section 9.01(e)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Sarbanes Certification under Section 4.1.3(c) 6.06 as and when requxxxx xx xx xxxiveredrequired to be delivered. (b) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Master Servicer Purchaser and any Depositor (or any designee of Master Servicerthe Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Master Servicer Purchaser and the such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)Sections 6.06 and 9.01(f) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.36.06, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section. (a) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or the Depositor to the utilization of any Subservicer. The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of this Section and with Sections 4.1.3 and 5.2 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Certification under Section 4.1.3(c) as and when requxxxx requixxx xx xx xxxiveredxxxxvered. (b) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Master Servicer (or any designee of Master Servicer) a written description (in form and substance satisfactory to the Master Servicer and the Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation ABAB (as then interpreted by the Commission), and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. In the event of any disagreement among any of the parties hereto regarding the application of the Commission's interpretation to a particular Subcontractor, the determination of the Master Servicer shall be binding. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)) of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.3, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this SectionSection 4.25. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this SectionSection 4.25. (a) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or the any Depositor to the utilization of any Subservicer. The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of this Section 4.25 and with Sections 4.1.3 6.04, 6.06, 9.01(e)(iii), 9.01(e)(v) and 5.2 9.01(f) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. required with respect to such Subservicer under Section 9.01(e)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Sarbanes Certification under Section 4.1.3(c) 6.06 as and when requxxxx xx xx xxxiveredrequired to be delivered. (b) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Master Servicer Purchaser and any Depositor (or any designee of Master Servicerthe Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Master Servicer Purchaser and the such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)Sections 6.06 and 9.01(f) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.36.06, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this SectionSection 4.29. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this SectionSection 4.29. (a) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or the any Depositor to the utilization of any Subservicer. The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of this Section 4.29 and with Sections 4.1.3 6.04, 6.06, 9.01(d)(iii), 9.01(d)(v), 9.01(d)(vi) and 5.2 9.01(e) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. required with respect to such Subservicer under Section 9.01(d)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Sarbanes Certification under Section 4.1.3(c) 6.06 as and when requxxxx xx xx xxxiveredrequired to be delivered. (b) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Master Servicer Purchaser and any Depositor (or any designee of Master Servicerthe Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Master Servicer Purchaser and the such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)Sections 6.06 and 9.01(e) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.36.06, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this SectionSection 4.29. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this SectionSection 4.29. (a) It shall not be necessary for the Servicer Company to seek the consent of the Purchaser, the Master Servicer or the any Depositor to the utilization of any Subservicer. The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of this Section 4.29 and with Sections 4.1.3 6.04, 6.06, 9.01(e)(iii), 9.01(e)(v), 9.01(e)(vi), 9.01(e)(vii), 9.01(e)(viii) and 5.2 9.01(f) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. required with respect to such Subservicer under Section 9.01(e)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Sarbanes Certification under Section 4.1.3(c) 6.06 as and when requxxxx xx xx xxxiveredrequired to be delivered. (b) It shall not be necessary for the Servicer Company to seek the consent of the Purchaser, any Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Purchaser, any Master Servicer and any Depositor (or any designee of Master Servicerthe Depositor, such as an administrator) a written description (in form and substance satisfactory to the Purchaser, such Depositor and such Master Servicer and the DepositorServicer) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)Sections 6.06 and 9.01(f) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer Purchaser and any Depositor any assessment of compliance and attestation and other certifications required to be delivered by such Subcontractor under Section 4.1.36.06, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (ai) of this SectionSection 4.26. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (bii) of this SectionSection 4.26. (ai) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or the any Depositor to the utilization of any Subservicer. The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of this Section 4.26 and with Sections 4.1.3 6.04, 6.06, 9.01(e)(iii), 9.01(e)(v) and 5.2 9.01(f) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. required with respect to such Subservicer under Section 9.01(e)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Sarbanes Certification under Section 4.1.3(c) 6.06 as and when requxxxx xx xx xxxiveredrequired to be delivered. (bii) It shall not be necessary for the Servicer Company to seek the consent of the Master Servicer Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Master Servicer Purchaser and any Depositor (or any designee of Master Servicerthe Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Master Servicer Purchaser and the such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (ia) the identity of each such Subcontractor, (iib) which (if any) of such Subcontractors are "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, and (iiic) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (iib) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "“participating in the servicing function" ” within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Master Servicer Purchaser and the any Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)Sections 6.06 and 9.01(f) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.36.06, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section. (a) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or the Depositor to the utilization of any Subservicer. The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of this Section and with Sections 4.1.3 and 5.2 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Certification under Section 4.1.3(c) as and when requxxxx requixxx xx xx xxxiveredxxxxvered. (b) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Master Servicer (or any designee of Master Servicer) a written description (in form and substance satisfactory to the Master Servicer and the Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)) of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.3, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section. (a) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or the Depositor to the utilization of any Subservicer. The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of this Section and with Sections 4.1.3 and 5.2 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Certification under Section 4.1.3(c) as and when requxxxx xx xx xxxivered. (b) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Master Servicer (or any designee of Master Servicer) a written description (in form and substance satisfactory to the Master Servicer and the Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)) of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.3, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section. (a) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or the Depositor to the utilization of any Subservicer. The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of this Section and with Sections 4.1.3 and 5.2 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes-Oxley Certification under Section 4.1.3(c) as and when requxxxx xx xx xxxivered. (b) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Master Servicer (or any designee of Master Servicer) a written description (in form and substance satisfactory to the Master Servicer and the Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)) ) of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.3, in each case as and when required to be delivered.

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section. (a) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or the Depositor to the utilization of any Subservicer. The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of this Section and with Sections 4.1.3 and 5.2 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide such information regarding the Subservicer as the Master Servicer or the Depositor request for the purpose of complying with Item 1108 of Regulation AB, including at a minimum, the information set forth in Exhibit C. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Master Servicer any servicer compliance statement required to be delivered by such Subservicer under Section 4.1.3(d), any assessment of compliance and attestation required to be delivered by such Subservicer under Section 4.1.3(a) and any certification required to be delivered to the Person that will be responsible for signing the SarbanesXxxxxxxx-Oxley Xxxxx Certification under Section 4.1.3(c) as and when requxxxx xx xx xxxiveredrequired to be delivered. (b) It shall not be necessary for the Servicer to seek the consent of the Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Master Servicer (or any designee of Master Servicer) a written description (in form and substance satisfactory to the Master Servicer and the Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Master Servicer and the Depositor to comply with the provisions of Section 4.1.3 (other than subsection (d)) of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Master Servicer any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 4.1.3, in each case as and when required to be delivered.