Example ContractsClausesServicing Fee
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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.

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.

#[[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.

Section # Servicing Compensation and Reimbursement. The Loan Participation Servicer shall be entitled to an amount equal to the accrued and unpaid Servicing Fee with respect to each Loan Participation. The Servicing Fee shall be paid in arrears, and the Loan Participation Servicer shall be entitled to retain an amount equal to the accrued and unpaid Servicing Fee with respect to each Loan Participation out of the interest portion of amounts collected by the Loan Participation Servicer with respect to such Loan Participation; provided, that any accrued and unpaid Servicing Fee may only be withheld from future interest payments on the Loan Participation for which the unpaid Servicing Fee accrued. Notwithstanding the foregoing, the Servicing Fee shall only be retained by the Loan Participation Servicer in each month that the Loan Participation Holder receives interest in full for such month in respect of the Loan Participation for which the Servicing Fee would have been retained. The Loan Participation Servicer shall be required to pay all expenses incurred by it in connection with its servicing activities hereunder and shall not be entitled to reimbursement therefor except as specified herein and in the Participation Agreement.

B = the sum for such Settlement Period and the two preceding Settlement Periods of # Carrying Costs, # the Servicing Fee, # the Administrative Agent Fee and # the Bank Fee; and

The Administrative Agent may, solely for purposes of establishing the fee to be paid to the Backup Servicer or any other Successor Servicer after a notice of removal of the Servicer pursuant to this Article, solicit written bids (such bids to include a proposed servicer fee and servicing transfer costs) from not less than three entities experienced in the servicing of consumer loan receivables similar to the Receivables and that are not Affiliates of the Servicer or the Borrower and are reasonably acceptable to the Administrative Agent (acting at the direction of the Required Lenders). Any such written solicitation shall prominently indicate that bids should specify any applicable subservicing fees required to be paid from the Servicing Fee and that any fees and transfer costs in excess of the Servicing Fee shall be paid by the Borrower from amounts received pursuant to [Section 2.08]. The Borrower may also solicit additional bids from other such entities. The Successor Servicer shall act as Servicer hereunder and under the 2023-1B SUBI Servicing Agreement and shall, subject to the availability of sufficient funds in the Collection Account pursuant to [Section 2.08] (up to the Servicing Fee), receive as compensation therefor a fee equal to the fee proposed in the bid so solicited which provides for the lowest combinations of servicing fee and transition costs, as reasonably determined by the Administrative Agent (acting at the direction of the Required Lenders) and may revise the percentage used to calculate the Servicing Fee, which, if the Backup Servicer is not the Successor Servicer, may be adjusted in the sole discretion of the Administrative Agent (acting at the direction of the Required Lenders).

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