Operating Advisor and Asset Representations Reviewer Clause Samples

The "Operating Advisor and Asset Representations Reviewer" clause establishes the roles and responsibilities of independent third parties who oversee the performance of assets and review representations made about those assets in a financial transaction, such as a securitization. Typically, the Operating Advisor monitors the ongoing operation of the asset pool and can make recommendations or require actions if issues arise, while the Asset Representations Reviewer investigates claims that asset representations or warranties have been breached. This clause ensures an additional layer of oversight and accountability, helping to protect investors by providing mechanisms for identifying and addressing problems with the underlying assets.
Operating Advisor and Asset Representations Reviewer. Pentalpha Surveillance LLC ▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: Benchmark 2020-B22—Transaction Manager With a copy sent via email to: ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ (with Benchmark 2020-B22 in the subject line) with a copy to: Bass, ▇▇▇▇▇ & ▇▇▇▇ PLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Email: ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇
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Operating Advisor and Asset Representations Reviewer. Pentalpha Surveillance LLC 3▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: DBJPM 2017-C6 Transaction Manager With a copy sent via email to: n▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ with the deal name on the subject line with a copy to: Bass, B▇▇▇▇ & S▇▇▇ PLC 1▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: J▇▇ ▇. ▇▇▇▇▇▇ Email: j▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ M▇▇▇▇▇ S▇▇▇▇▇▇ Capital I Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: J▇▇▇ ▇▇▇ with copies to: M▇▇▇▇▇ S▇▇▇▇▇▇ Capital I Inc. 1▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: Legal Compliance Division c▇▇▇_▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ BANK 2017-BNK5 – Other Certificate Administrator W▇▇▇▇ Fargo Bank, National Association, c/o Computershare Trust Company as Agent 9▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ Columbia, Maryland 21045 Attention: Corporate Trust Services – BANK 2017-BNK5 with a copy to: BUSINESS.29949362.5 W▇▇▇▇ Fargo Bank, National Association Commercial Mortgage Servicing 4▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, 8th Floor MAC D1050-084 Charlotte, North Carolina 28202 Attention: BANK 2017-BNK5 Asset Manager Telecopy Number: (▇▇▇) ▇▇▇-▇▇▇▇ and a copy to: M▇▇▇▇ ▇▇▇▇▇ LLP 3▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 1800 Charlotte, NC 28202 Attention: C▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ BANK 2017-BNK5 – Other General Special Servicer CWCapital Asset Management LLC 7▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇ Bethesda, Maryland 20814 Attention: B▇▇▇▇ ▇▇▇▇▇▇ (BANK 2017-BNK5) Email: C▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇-▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ with copies to: CWCapital Asset Management LLC 7▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇ Bethesda, Maryland 20814 Attention: Legal Department (BANK 2017-BNK5); BANK 2017-BNK5 – Other NCB Master Servicer and Special Servicer National Cooperative Bank, N.A. 2▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: K▇▇▇▇▇▇▇ ▇▇▇▇▇, Chief Operating Officer Facsimile number: (▇▇▇) ▇▇▇-▇▇▇▇ Email: k▇▇▇▇▇@▇▇▇.▇▇▇▇ with a copy to: National Cooperative Bank, N.A. 2▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: M▇▇▇▇▇▇ ▇▇▇▇▇▇▇, Senior Vice President Facsimile number (▇▇▇) ▇▇▇-▇▇▇▇ Email: m▇▇▇▇▇▇▇@▇▇▇.▇▇▇▇ BUSINESS.29949362.5 Wilmington Trust, National Association 1▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: CMBS Trustee BANK 2017-BNK5 with a copy to: C▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ Facsimile No.: (▇▇▇) ▇▇▇-▇▇▇▇ BANK 2017-BNK5 – Other Operating Advisor and Asset Representations Reviewer Park Bridge Lender Services LLC 6▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attenti...
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Operating Advisor and Asset Representations Reviewer. Pentalpha Surveillance LLC 3▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Amherst, New York 14228 Attention: GSMS 2020-GC45 Transaction Manager With a copy sent via e-mail to: n▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ with GSMS 2020-GC45 in the subject line with a copy to: Bass, B▇▇▇▇ & S▇▇▇ PLC 1▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Suite 2800 Nashville, Tennessee 37201 Attention: J▇▇ ▇. ▇▇▇▇▇▇ E-mail: j▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ Deutsche Mortgage & Asset Receiving Corporation 1 ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: L▇▇▇▇▇ ▇▇▇▇ with copies via email to: l▇▇▇▇▇.▇▇▇▇@▇▇.▇▇▇, and c▇▇▇.▇▇▇▇▇▇▇▇@▇▇.▇▇▇ with a copy to: Cadwalader, W▇▇▇▇▇▇▇▇▇ & T▇▇▇ LLP 2▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: A▇▇▇ ▇. ▇▇▇▇▇ BMARK 2020-B18 – Other Certificate Administrator and Trustee W▇▇▇▇ Fargo Bank, National Association, c/o Computershare Trust Company, National Association, as Agent 9▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-1951 Attention: Corporate Trust Services (CMBS) – BMARK 2020-B18 with copies to: c▇▇.▇▇▇▇.▇▇▇▇.▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇; and t▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇. BUSINESS.30087792.4
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Operating Advisor and Asset Representations Reviewer. Pentalpha Surveillance LLC 3▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Amherst, New York 14228 Attention: GSMS 2020-GC45 Transaction Manager With a copy sent via e-mail to: n▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ with GSMS 2020-GC45 in the subject line with a copy to: Bass, B▇▇▇▇ & S▇▇▇ PLC 1▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Suite 2800 Nashville, Tennessee 37201 Attention: J▇▇ ▇. ▇▇▇▇▇▇ E-mail: j▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ Deutsche Mortgage & Asset Receiving Corporation 1 ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: L▇▇▇▇▇ ▇▇▇▇ with copies via email to: l▇▇▇▇▇.▇▇▇▇@▇▇.▇▇▇, and c▇▇▇.▇▇▇▇▇▇▇▇@▇▇.▇▇▇ with a copy to: Cadwalader, W▇▇▇▇▇▇▇▇▇ & T▇▇▇ LLP 2▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: A▇▇▇ ▇. ▇▇▇▇▇ BMARK 2020-B18 – Other Certificate Administrator and Trustee W▇▇▇▇ Fargo Bank, National Association, c/o Computershare Trust Company, National Association, as Agent 9▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-1951 Attention: Corporate Trust Services (CMBS) – BMARK 2020-B18 with copies to: c▇▇.▇▇▇▇.▇▇▇▇.▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇; and t▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇. BUSINESS.30087792.4
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Related to Operating Advisor and Asset Representations Reviewer

  • Asset Representations Reviewer Representative The Asset Representations Reviewer will designate one or more representatives who will be available to the Issuer and the Servicer during the performance of an Asset Review.

  • Asset Representations Reviewer The Asset Representations Reviewer shall have been appointed and shall have entered into the Asset Representations Review Agreement.

  • Successor Asset Representations Reviewer Following the resignation or removal of the Asset Representations Reviewer under Section 5.1, the Issuer will engage as the successor Asset Representations Reviewer a Person that is an Eligible Asset Representations Reviewer. The successor Asset Representations Reviewer will accept its engagement or appointment by executing and delivering to the Issuer and the Servicer an agreement to assume the Asset Representations Reviewer’s obligations under this Agreement or entering into a new Asset Representations Review Agreement with the Issuer that is on substantially the same terms as this Agreement.

  • Asset Representations Review (a) Upon the occurrence of a Delinquency Trigger with respect to any Collection Period, the Servicer will promptly send to TMCC, the Administrator, the Indenture Trustee and each Noteholder (and to each applicable Clearing Agency for distribution to Note Owners in accordance with the rules of such Clearing Agency) a notice describing (i) the occurrence of the Delinquency Trigger, and including reasonably detailed calculations thereof, and (ii) the rights of the Noteholders and Note Owners regarding an Asset Representations Review (including a description of the method by which Noteholders and Note Owners may contact the Indenture Trustee in order to request a Noteholder vote in respect of an Asset Representations Review). (b) If the Indenture Trustee notifies the Servicer pursuant to Section 12.02 of the Indenture that sufficient Noteholders have voted within the required time to initiate an Asset Representations Review of all ARR Receivables by the Asset Representations Reviewer pursuant to the Asset Representations Review Agreement, then the Servicer shall: (i) promptly notify the Asset Representations Reviewer and the Indenture Trustee of the number of ARR Receivables; (ii) within sixty (60) days after receipt by the Servicer of such notice from the Indenture Trustee, render reasonable assistance, including granting access to copies of any underlying documents and Receivable Files and all other relevant documents, to the Asset Representations Reviewer to facilitate the performance of a review of all ARR Receivables, pursuant to Section 3.2(a) of the Asset Representations Review Agreement, in order to verify compliance with the representations and warranties made to the Issuer by the Seller and the Servicer; and (iii) provide such other reasonable assistance to the Asset Representations Reviewer as it requests in order to facilitate its Asset Representations Review of the ARR Receivables pursuant to the Asset Representations Review Agreement. The Servicer may redact any materials provided to the Asset Representations Reviewer in order to remove any personally identifiable customer information. Except for the measure described in the immediately preceding sentence, the Servicer will use commercially reasonable efforts not to change the meaning of such materials or their usefulness to the Asset Representations Reviewer in connection with its review pursuant to Section 3.2(a) of the Asset Representations Review Agreement.

  • Independence of Asset Representations Reviewer The Asset Representations Reviewer will be an independent contractor and will not be subject to the supervision of the Issuer or the Owner Trustee for the manner in which it accomplishes the performance of its obligations under this Agreement. Unless authorized by the Issuer or the Owner Trustee, respectively, the Asset Representations Reviewer will have no authority to act for or represent the Issuer or the Owner Trustee and will not be considered an agent of the Issuer or the Owner Trustee. Nothing in this Agreement will make the Asset Representations Reviewer and either of the Issuer or the Owner Trustee members of any partnership, joint venture or other separate entity or impose any liability as such on any of them.