Servicing File. Upon its purchase of each Participation Interest, the Participant shall, or shall cause the Seller to, deliver a copy of the related Participation Agreement, a Loan Setup File and the Credit Documents related thereto to the Master Servicer. The Master Servicer shall retain the Servicing File on behalf of the Participant with respect to each Participation Interest sold to the Participant pursuant to the Master Participation Agreement. The Master Servicer shall, upon three (3) Business Days’ prior written request provide Participant or its designee with reasonable access, during normal business hours and at the office of the Master Servicer, to the Servicing File regarding any and all Participation Interests sold to the Participant pursuant to the Master Participation Agreement. The Master Servicer shall maintain the Servicing File for each Participation Interest for three years from the earlier of # the date, if any, that the Seller repurchases the Participation Interest from the Participant or # the date that all principal and interest due on the related Participation Interest is paid in full and all commitments under Credit Agreement related to such Participation Interest have terminated.
Section # Documents, Records and Funds in Possession of the Master Servicer. The Master Servicer shall account fully to the Participant for any funds received by the Master Servicer or which otherwise are collected by the Master Servicer in respect of any Participation Interests. All Servicing Files and Credit Documents and funds collected or held by, or under the control of, the Master Servicer in respect of any Participation Interests, whether from the collection of principal and interest payments or from other proceeds shall be held by the Master Servicer for and on behalf of the Participant and shall be and remain the sole and exclusive property of the Participant, subject to the applicable provisions of this Master Agreement and each Participation Agreement. The Master Servicer also agrees that it shall not knowingly create, incur or subject any Servicing File, Credit Documents or any funds that otherwise are or may become due or payable to the Participant, to any claim, lien, security interest, judgment, levy, writ of attachment or other encumbrance created by the Master Servicer, or assert by legal action or otherwise any claim or right of setoff against any Servicing File, Credit Documents or any funds collected on, or in connection with, a Participation Interests, except, however, that the Master Servicer shall be entitled to set off against and deduct from any such funds any amounts that are properly due and payable to the Master Servicer under this Master Agreement. If the Participant notifies the Master Servicer that the Participant does not have access to the electronic document portal maintained by the applicable Administrative Agent for any Participation Interest purchased by the Participant, the Master Servicer shall obtain from the Seller and send to the Participant all information posted to the Administrative Agent’s portal related to such Participation Interest, in each case no later than three (3) Business Days of being posted. This
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