Example ContractsClausesServicing Agreement
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Servicing. The servicing and collection practices used by the Seller with respect to the Mortgage Loan have been, in all respects, legal and have met customary industry standards for servicing of commercial loans for conduit loan programs.

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Servicing Rights. [[Organization C:Organization]] acknowledges that it has sold the Purchased Assets to [[Organization B:Organization]] on a servicing released basis and it has no rights to service the Purchased Assets. Without limiting the generality of the foregoing and in the event that [[Organization C:Organization]] is deemed to retain any residual Servicing Rights, and for the avoidance of doubt, [[Organization C:Organization]] grants, assigns and pledges to [[Organization B:Organization]] a security interest in the Servicing Rights and proceeds related thereto and in all instances, whether now owned or hereafter acquired, now existing or hereafter created. The foregoing provision is intended to constitute a security agreement or other arrangement or other credit enhancement related to this Agreement and Transactions hereunder as defined under Sections 101(47)(v) and 741(7)(xi) of the Bankruptcy Code.

Prior Servicing. Each Mortgage Loan has been serviced in all material respects in strict compliance with Accepted Servicing Practices.

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.

Servicing Fee. At all times that Computershare or another Person is acting as Successor Servicer hereunder, the “Servicing Fee Rate” shall mean the greater of # 4.75% per annum and # the average of three (3) bids obtained by the Administrative Agent (acting at the direction of the Required Lenders) based upon then current market conditions, pursuant to the first two sentences of [Section 7.14(h)]; provided, that the Successor Servicer shall provide prompt written notice of such Servicing Fee Rate to the Rating Agencies, if any.

Servicing Fee. shall pay to a servicing fee (the “Servicing Fee”) in the amount of $18,000 per annum, payable monthly in advance and prorated for partial years. The first installment of the Servicing Fee shall be paid on the date hereof and subsequent installments shall be paid monthly in advance during each year of the term of the Loan.

#[[Organization B:Organization]] shall administer, manage, collect and enforce each Participated Mortgage Loan for and on behalf of and for the benefit of [[Organization C:Organization]] and [[Organization B:Organization]] in accordance with Accepted Servicing Practices (collectively, the “Mortgage Loan Services”). With respect to each Participated Mortgage Loan, [[Organization B:Organization]] shall promptly take any and all actions, and exercise any and all available remedies, under the related Mortgage Loan Documents or otherwise which are necessary or advisable to perform the Mortgage Loan Services pursuant to this Agreement.

Agency Approvals; Servicing. To the extent previously approved, [[Organization C:Organization]] shall maintain all Agency Approvals and in each case shall remain in good standing with respect to such Agency Approvals. Should [[Organization C:Organization]], for any reason, cease to possess all such applicable Agency Approvals to the extent necessary, should [[Organization C:Organization]] experience any change in its delegated underwriting authority from any Agency, or should notification of an adverse occurrence to the relevant Agency or to HUD, FHA, VA or RD be required, [[Organization C:Organization]] shall so notify [[Organization B:Organization]] immediately in writing. Notwithstanding the preceding sentence and to the extent previously approved, [[Organization C:Organization]] shall take all necessary action to maintain all of its applicable Agency Approvals at all times during the term of this Agreement and each outstanding Transaction. [[Organization C:Organization]] shall maintain adequate financial standing, servicing facilities, procedures and experienced personnel necessary for the sound servicing of mortgage loans of the same types as may from time to time constitute Mortgage Loans and in accordance with Accepted Servicing Practices.

Servicing Agreement” means any agreement with a Servicer that has been entered into in accordance with this Agreement.

Servicing Agreement” shall have the meaning set forth in [Article 29(b)].

Servicing Agreement” shall have the meaning set forth in [Section 10.8] hereof.

The [[Organization A:Organization]] has delivered an electronic copy of the Diligence File (as defined in the Pooling and Servicing Agreement) with respect to each Mortgage Loan to the Depositor by uploading such Diligence File to the Secure Data Room (as defined in the Pooling and Servicing Agreement); and

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SECTION # Ratification. Except as expressly amended hereby, the Loan and Servicing Agreement is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Amendment shall form a part of the Loan and Servicing Agreement for all purposes.

Pooling and Servicing Agreement governing the servicing of, any related Non-Serviced Whole Loan), the related Mortgaged Properties and the related Mortgagors and their respective affiliates required to be stated therein or necessary in order to make the statements therein relating to the Seller, the Mortgage Loans, any related Whole Loan (including, without limitation, the identity of the servicers for, and the terms of the Other Pooling and Servicing Agreement governing the servicing of, any related Non-Serviced Whole Loan), the related Mortgaged Properties and the related Mortgagors and their respective affiliates, in the light of the circumstances under which they were made, not misleading.

the Seller acknowledges and agrees that in the event an Enforcing Party elects a dispute resolution method pursuant to [Section 2.03] of the Pooling and Servicing Agreement, the Seller shall abide by the selected dispute resolution method and otherwise comply with the terms and provisions set forth in the Pooling and Servicing Agreement (including the exhibits thereto) related to the resolution method;

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If the [[Organization A:Organization]] elects to exercise its rights under [Section 11.15] of the Pooling and Servicing Agreement, then the [[Organization A:Organization]] shall pay the reasonable costs and expenses (if any) of the Depositor, Master Servicer, Special Servicer and Trustee resulting from such parties’ obligations to cooperate with the [[Organization A:Organization]] under [Section 11.15] of the Pooling and Servicing Agreement.

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Servicing Agent” shall mean, with respect to an eNote, the field entitled, “Servicing Agent” in the MERS eRegistry.

Capitalized terms used herein without definition have the meanings given them in the Agreement or, if not defined therein, in the Pooling and Servicing Agreement.

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