Directing Holder definition

Directing Holder means the Holder of Note A-1 or, if Note A-1 is included in a Securitization, the holders of Certificates issued in connection with such Securitization representing the specified interest in the class of Certificates designated as the “Controlling Class” or the duly appointed representative of the holders of such Certificates or such other party that the Note A-1 Holder grants the right to exercise the rights granted to the Directing Holder in this Agreement; provided, that no Borrower Party shall be entitled to act as Directing Holder.

Directing Holder shall have the meaning set forth in Section 21(a).

Directing Holder. With respect to any Serviced Mortgage Loan or, if applicable, Serviced Loan Combination:

Examples of Directing Holder in a sentence

• Furthermore, any applicable Directing Holder (in the case of an Outside Controlling Note Holder, to the extent provided in the related Co-Lender Agreement) may direct the Special Servicer to take, or to refrain from taking, such other actions with respect to any Serviced Loan as such party may reasonably deem advisable or as to which provision is otherwise made herein.

• For instance, we did not review each page of the Special Servicer’s policy and procedure manuals (including amendments and appendices), review underlying lease agreements or similar underlying documents (other than documents that the Operating Advisor is required to review pursuant to Section 3.29 of the Pooling and Servicing Agreement), visit any related property, visit the Special Servicer, visit the Directing Holder or interact with any borrower.

• The Directing Holder may also direct the Special Servicer to take, or to refrain from taking, such other actions with respect to the Mortgage Loan as the Directing Holder may deem advisable.

• In any event, each applicable Directing Holder or applicable Consulting Party, as applicable, agrees to identify for the Master Servicer and the Special Servicer in advance (but at least two (2) Business Days prior to the related monthly conference) the applicable Mortgage Loans (or Serviced Whole Loan) and/or REO Properties it intends to discuss.

• In addition, the Asset Representations Reviewer shall at all times be an Eligible Asset Representations Reviewer, and shall resign if it fails to be an Eligible Asset Representations Reviewer (and such failure results in an Asset Representations Reviewer Termination Event) by giving written notice to the Depositor, the Master Servicer, the Special Servicer, the Trustee, the Operating Advisor, the Certificate Administrator and the applicable Directing Holder.

More Definitions of Directing Holder

Directing Holder means the “Directing Certificateholder” or equivalent Person under the Lead Securitization Servicing Agreement.

Directing Holder. (a) With respect to all of the Serviced Loans other than a Serviced Outside Controlled Loan Combination and any Excluded Mortgage Loan, the Controlling Class Representative, and (b) with respect to any Serviced Outside Controlled Loan Combination, the related Outside Controlling Note Holder.

Directing Holder means (i) during the period prior to the Note A-1 Securitization Date, the Note A-1 Holder or such other party that the Note A-1 Holder grants the right to exercise the rights granted to the Directing Holder in this Agreement and (ii) after the Note A-1 Securitization Date, the holders of Certificates representing the specified interest in the class of Certificates designated as the “controlling class” under the Note A-1 Securitization or the duly appointed representative of the holders of such Certificates; provided, that no Borrower Party, as defined in the applicable Servicing Agreement, thereof shall be entitled to act as Directing Holder.

Directing Holder means (i) during the period prior to the Note A-1 Securitization Date, the Note A-1 Holder or such other party that the Note A-1 Holder grants the right to exercise the rights granted to the Directing Holder in this Agreement and (ii) after the Note A-1 Securitization Date, the holders of Certificates representing the specified interest in the class of Certificates designated as the “controlling class” under the Note A-1 Securitization or the duly appointed representative of the holders of such Certificates; provided, that no Borrower, property manager or affiliate thereof shall be entitled to act as Directing Holder.

Directing Holder means the Holder of the Directing Note or, if the Directing Note is included in a Securitization, the holders of Certificates representing the specified interest in the class of Certificates designated as the “controlling class” or the duly appointed representative of such holders under the related PSA (or such other party under the related PSA that is entitled to exercise the rights of the “Directing Holder” hereunder) or such other party that the Directing Holder grants the right to exercise the rights granted to the “Directing Holder” in this Agreement; provided, that if at any time 50% or more of the Directing Note (or class of securities issued in a Securitization into which such Note has been deposited that is designated as the “controlling class”) is held by (or such other party otherwise assigned the rights to exercise the rights of the “controlling class” under the related PSA is) the Borrower or a Borrower Party Affiliate, no such Holder or other Person shall be entitled to exercise any rights of the Directing Holder under this Agreement or the related PSA, and there shall be deemed to be no Directing Holder.

Directing Holder has the meaning specified in Section 5.02.

Directing Holder means (a) so long as the Indenture shall not have terminated, the Required Noteholders, and (b) in all other instances, the holder or holders of more than 50% of the voting power of the Beneficial Interests.