Centre Controlling Class Representative definition

Centre Controlling Class Representative. The Centre Controlling Class Certificateholder (or other representative) selected by at least a majority of the Centre Controlling Class Certificateholders, by Certificate Balance, as identified by notice to the Certificate Administrator by the applicable Centre Controlling Class Certificateholders from time to time, with notice of such selection delivered to the Special Servicer, the Master Servicer, the Operating Advisor, the Asset Representations Reviewer and the Trustee; provided, however, that (i) absent that selection, or (ii) until a Centre Controlling Class Representative is so selected or (iii) upon receipt of a notice from the Centre Controlling Class Certificateholders that own Centre Loan-Specific Certificates representing more than 50% of the Certificate Balance of the Centre Controlling Class, that a Centre Controlling Class Representative is no longer designated, the Centre Controlling Class Representative will be the Centre Controlling Class Certificateholder that owns the largest aggregate Certificate Balance of the Centre Controlling Class, as identified to the Certificate Administrator (who shall notify the Master Servicer, the Special Servicer and the Operating Advisor). If, upon the occurrence of any of the events or circumstances specified in clauses (i), (ii) or (iii) above, the Centre Controlling Class Certificateholder that owns the largest aggregate Certificate Balance of the Centre Controlling Class has not been identified to the Certificate Administrator (and thereby the Master Servicer and the Special Servicer), then the Master Servicer and the Special Servicer will have no obligation to obtain the consent of, or consult with, any Centre Controlling Class Representative until notified of the identity of such largest Centre Controlling Class Certificateholder or otherwise notified of the identity of the Centre Controlling Class Representative as provided in this Agreement. The initial Centre Controlling Class Representative is CRE Fund Investments III LLC, a Delaware limited liability company, which entity’s equity owner is advised by Shelter Growth Capital Partners LLC or an affiliate thereof. No person may exercise any of the rights and powers of the Centre Controlling Class Representative with respect to an Excluded Mortgage Loan. After the occurrence and during the continuance of a Centre Control Appraisal Period, there will be no Centre Controlling Class Representative.