Common use of Provisions Relating to Securitization Clause in Contracts

Provisions Relating to Securitization. The Note A-2 Holder, the Note A-3 Holder, the Note A-4 Holder and the Note A-5 Holder shall have the right, subject to the terms of the Mortgage Loan Documents, to cause the Borrower to execute amended and restated notes or additional notes (in each case, the “New A-2 Notes”, the “New A-3 Notes”, the “New A-4 Notes” and the “New A-5 Notes”) reallocating the principal of Note A-2 among other New A-2 Notes, the principal of Note A-3 among other New A-3 Notes, the principal of Note A-4 among other New A-4 Notes and the principal of Note A-5 among other New A-5 Notes, respectively; reducing the Interest Rates of such New A-2 Notes, New A-3 Notes, New A-4 Notes and New A-5 Notes or severing Note A-2, Note A-3, Note A-4 and Note A-5 into one or more further “component” notes in the aggregate principal amount equal to the then outstanding principal balance of Note A-2, Note A-3, Note A-4 and Note A-5, respectively, provided that (i) the aggregate principal balance of the New A-2 Notes, New A-3 Notes, New A-4 Notes and New A-5 Notes following such amendments are no greater than the principal balance of the original Note A-2, Note A-3, Note A-4 and Note A-5, respectively, prior to such amendments, (ii) all New A-2 Notes, New A-3 Notes, New A-4 Notes and New A-5 Notes continue to have the same interest rate as the original Note A-2 Note, the original Note A-3, the original Note A-4 and the original Note A-5, respectively, prior to such amendments, (iii) all New A-2 Notes, New A-3 Notes, New A-4 Notes and New A-5 Notes pay pro rata and on a pari passu basis and such reallocated or component notes shall be automatically subject to the terms of this Agreement and (iv) the entity holding the New A-2 Notes, the New A-3 Notes, the New A-4 Notes and/or the New A-5 Notes shall notify the parties to the Servicing Agreement and the Non-Lead Servicing Agreements in writing of such modified allocations and principal amounts. In connection with the foregoing, (1) the Master Servicer is hereby authorized to execute amendments to the Loan Agreement and this Agreement (or to amend and restate the Loan Agreement and this Agreement) on behalf of either of the Holders solely for the purpose of reflecting such reallocation of principal or such severing of Note A-2, Note A-3, Note A-4 and/or Note A-5 (2) if Note A-2, Note A-3, Note A-4 or Note A-5 are severed into “component” notes, such component notes shall each have their same rights as the respective original Note and (3) the definition of the term “Securitization” and all of the related defined terms may be amended (and new terms added, as necessary) to reflect the New A-2 Notes, the New A-3 Notes, the New A-4 Notes and/or the New A-5 Notes; provided, however, that for the avoidance of doubt, no such amendment to the Mortgage Loan Documents and this Agreement may require the Master Servicer to violate the Servicing Standard. Rating Agency Confirmation shall not be required for any amendments to this Agreement required to facilitate the terms of this Section 21(a). The Holder whose Note is being reallocated or split pursuant to this Section 21(a) shall reimburse the other Holder for all costs and expenses incurred by the other Holder in connection with the reallocation or split.

Provisions Relating to Securitization. The (a) For so long as Citi or an Affiliate of Citi (the “Initial Note A-1 Holder” and the “Initial Note A-2 Holder”) is the owner of Note A-1 or Note A-2, as the case may be, then the Initial Note A-1 Holder or the Initial Note A-2 Holder, as the Note A-3 Holdercase may be, the Note A-4 Holder and the Note A-5 Holder shall have the right, subject to the terms of the Mortgage Loan Documents, to cause the Borrower to execute amended and restated notes or additional notes (in each case, the “New A-1 Notes” or “New A-2 Notes”, as the “New A-3 Notes”, the “New A-4 Notes” and the “New A-5 Notes”case may be) reallocating the principal of Note A-2 A-1 or Note A-2, as applicable, among other New A-1 Notes or New A-2 Notes, the principal of Note A-3 among other New A-3 Notes, the principal of Note A-4 among other New A-4 Notes and the principal of Note A-5 among other New A-5 Notes, respectivelyas applicable; reducing the Mortgage Interest Rates of such New A-1 Notes or New A-2 Notes, New A-3 Notesas applicable, New A-4 Notes and New A-5 Notes or severing Note A-1 or Note A-2, Note A-3as applicable, Note A-4 and Note A-5 into one or more further “component” notes in the aggregate principal amount equal to the then outstanding principal balance of Note A-1 or Note A-2, Note A-3, Note A-4 and Note A-5, respectivelyas applicable, provided that (i) the aggregate principal balance of the New A-1 Notes or New A-2 Notes, New A-3 Notesas applicable, New A-4 Notes and New A-5 Notes following such amendments are is no greater than the principal balance of the original Note A-1 or Note A-2, Note A-3, Note A-4 and Note A-5, respectivelyas applicable, prior to such amendments, (ii) all New A-1 Notes or New A-2 Notes, New A-3 Notesas applicable, New A-4 Notes and New A-5 Notes continue to have the same or a lower interest rate as the original Note A-2 NoteA-1 or Note A-2, the original Note A-3, the original Note A-4 and the original Note A-5, respectivelyas applicable, prior to such amendments, (iii) all New A-1 Notes or New A-2 Notes, New A-3 Notesas applicable, New A-4 Notes and New A-5 Notes pay pro rata and on a pari passu basis and such reallocated or component notes shall be automatically subject to the terms of this Agreement and (iv) the entity Initial Note A-1 Holder or Initial Note A-2 Holder, as the case may be, holding the New A-1 Notes or New A-2 Notes, as applicable, shall notify the New A-3 Notesother Note Holders (or, the New A-4 Notes and/or the New A-5 Notes if any such other Note shall have included in a Securitization, then it shall notify the parties to the Servicing Agreement and the Non-Lead Servicing Agreements PSA governing such other Note) in writing of such modified allocations and principal amounts. In connection with the foregoing, (1) the Master Servicer is hereby authorized to execute amendments to the Loan Agreement and this Agreement (or to amend and restate the Loan Agreement and this Agreement) on behalf of either any or all of the Holders solely for the purpose of reflecting such reallocation of principal principal, any reduction of Mortgage Interest Rates or such severing of Note A-1 or Note A-2, Note A-3as the case may be, Note A-4 and/or Note A-5 (2) if Note A-2, Note A-3, Note A-4 A-1 or Note A-5 are A-2 is severed into “component” notes, such component notes shall each have their same rights as the respective original Note and (3) the definition of the term “Securitization” and all of the related defined terms may be amended (and new terms added, as necessary) to reflect the New A-1 Notes or New A-2 Notes, as the New A-3 Notes, the New A-4 Notes and/or the New A-5 Notes; provided, however, that for the avoidance of doubt, no such amendment to the Mortgage Loan Documents and this Agreement case may require the Master Servicer to violate the Servicing Standardbe. Rating Agency Confirmation shall not be required for any amendments to this Agreement required to facilitate the terms of this Section 21(aparagraph 18(a). The Holder whose Note is being reallocated or split pursuant to this Section 21(a) shall reimburse the other Holder for all costs and expenses incurred by the other Holder in connection with the reallocation or split.

Provisions Relating to Securitization. The (a) For so long as Ladder or an Affiliate of Ladder (an “Initial Note A-2 Holder”) is the owner of Note A-1-A or Note A-1-B, the Initial Note A-3 Holder, the Note A-4 Holder and the Note A-5 Holder shall have the right, subject to the terms of the Mortgage Loan Documents, to cause the Borrower to execute amended and restated notes or additional notes (in each case, the “New A-2 A-1-A Notes” or “New A-1-B Notes”, the “New A-3 Notes”, the “New A-4 Notes” and the “New A-5 Notes”as applicable) reallocating the principal of Note A-2 A-1-A or Note A-1-B, as applicable among other New A-2 A-1-A Notes or New A-1-B Notes, the principal of Note A-3 among other New A-3 Notesas applicable, the principal of Note A-4 among other New A-4 Notes and the principal of Note A-5 among other New A-5 Notes, respectively; reducing the Interest Rates of such New A-2 Notes, New A-3 Notes, New A-4 Notes and New A-5 Notes or severing the Note A-2A-1-A or Note A-1-B, Note A-3as applicable, Note A-4 and Note A-5 into one or more further “component” notes in the aggregate principal amount equal to the then outstanding principal balance of Note A-2A-1-A or Note A-1-B, Note A-3, Note A-4 and Note A-5, respectivelyas applicable, provided that (i) the aggregate principal balance of the New A-2 A-1-A Notes or New A-1-B Notes, New A-3 Notesas applicable, New A-4 Notes and New A-5 Notes following such amendments are is no greater than the principal balance of the original Note A-2A-1-A or Note A-1-B, Note A-3, Note A-4 and Note A-5, respectivelyas applicable, prior to such amendments, (ii) all New A-2 Notes, A-1-A Notes or New A-3 Notes, New A-4 Notes and New A-5 A-1-B Notes continue to have the same interest rate as the original Note A-2 NoteA-1-A or Note A-1-B, the original Note A-3, the original Note A-4 and the original Note A-5, respectivelyas applicable, prior to such amendments, (iii) all New A-2 Notes, A-1-A Notes or New A-3 Notes, New A-4 Notes and New A-5 A-1-B Notes pay pro rata and on a pari passu basis and such reallocated or component notes shall be automatically subject to the terms of this Agreement and Agreement, (iv) the entity Initial Note Holder holding the New A-2 A-1-A Notes or New A-1-B Notes, the New A-3 Notesas applicable, the New A-4 Notes and/or the New A-5 Notes shall notify the parties to the Servicing Agreement Note A-2 PSA and the Non-Lead Servicing Agreements Note A-3 PSA in writing of such modified allocations and principal amounts, and (v) the execution of such amendments and New A-1-A Notes or New A-1-B Notes shall not violate the Servicing Standard. In connection with the foregoing, (1) the Master Servicer is hereby authorized to execute amendments to the Loan Agreement and this Agreement (or to amend and restate the Loan Agreement and this Agreement) on behalf of either any or all of the Holders solely for the purpose of reflecting such reallocation of principal or such severing of Note A-2A-1-A or Note A-1-B, Note A-3, Note A-4 and/or Note A-5 (2) if Note A-2, Note A-3, Note A-4 A-1-A or Note A-5 are A-1-B is severed into “component” notes, such component notes shall each have their same rights as the respective original Note and (3) the definition of the term “Securitization” and all of the related defined terms may be amended (and new terms added, as necessary) to reflect the New A-2 A-1-A Notes or New A-1-B Notes, the New A-3 Notes, the New A-4 Notes and/or the New A-5 Notes; provided, however, that for the avoidance of doubt, no such amendment to the Mortgage Loan Documents and this Agreement may require the Master Servicer to violate the Servicing Standardas applicable. Rating Agency Confirmation shall not be required for any amendments to this Agreement required to facilitate the terms of this Section 21(aparagraph 18(a). The Initial Note Holder whose Note A-1-A or Note A-1-B is being reallocated or split pursuant to this Section 21(a18(a) shall reimburse the other Holder Holders for all costs and expenses incurred by the other Holder Holders in connection with the reallocation or split.

Provisions Relating to Securitization. The (a) For so long as the Note A-2 A-1-2 Holder, the Note A-3 A-1-3 Holder, the Note A-4 Holder and A-2-2 Holder, the Note A-5 A-2-3 Holder or an Affiliate of the Note A-1-2 Holder, the Note A-1-3 Holder, the Note A-2-2 Holder, the Note A-2-3 Holder, as applicable, is the owner of Note A-1-2, Note A-1-3, Note A-2-2 or Note A-2-3, as applicable, the Note A-1-2 Holder, the Note A-1-3 Holder, the Note A-2-2 Holder, the Note A-2-3 Holder, as applicable shall have the right, subject to the terms of the Mortgage Loan Documents, to cause the Borrower to execute amended and restated notes or additional notes (in each case, the either case “New A-2 A-1-2 Notes” , “New A-1-3 Notes”, the “New A-3 A-2-2 Notes” or “New A-2-3 Notes”, the “New A-4 Notes” and the “New A-5 Notes”as applicable) reallocating the principal of Note A-2 A-1-2, Note A-1-3, Note A-2-2 or Note A-2-3, as applicable, among other New A-2 A-1-2 Notes, the principal of Note A-3 among other New A-3 A-1-3 Notes, the principal of Note A-4 among other New A-4 A-2-2 Notes and the principal of Note A-5 among other or New A-5 A-2-3 Notes, respectivelyas applicable; reducing the Interest Rates of such New A-2 A-1-2 Notes, New A-3 A-1-3 Notes, New A-4 Notes and New A-5 A-2-2 Notes or New A-2-3 Notes, as applicable, or severing the Note A-1-2, the Note A-1-3, the Note A-2-2 or the Note A-2-3, Note A-3as applicable, Note A-4 and Note A-5 into one or more further “component” notes in the aggregate principal amount equal to the then outstanding principal balance of Note A-2A-1-2, Note A-3A-1-3, Note A-4 and A-2-2 or Note A-5A-2-3, respectivelyas applicable, provided that (i) the aggregate principal balance of the New A-2 A-1-2 Notes, New A-3 A-1-3 Notes, New A-4 A-2-2 Notes and or New A-5 Notes A-2-3 Notes, as applicable, following such amendments are is no greater than the principal balance of the original Note A-1-2, Note A-1-3, Note A-2-2 or Note A-2-3, Note A-3, Note A-4 and Note A-5, respectivelyas applicable, prior to such amendments, (ii) all New A-2 A-1-2 Notes, New A-3 A-1-3 Notes, New A-4 A-2-2 Notes and or New A-5 Notes A-2-3 Notes, as applicable, continue to have the same or a lower interest rate as the original Note A-2 NoteA-1-2, the original Note A-3A-1-3, the original Note A-4 and the original A-2-2 or Note A-5A-2-3, respectivelyas applicable, prior to such amendments, (iii) all New A-2 A-1-2 Notes, New A-3 A-1-3 Notes, New A-4 A-2-2 Notes and or New A-5 A-2-3 Notes pay pro rata and on a pari passu basis and such reallocated or component notes shall be automatically subject to the terms of this Agreement and (iv) the entity Note A-1-2 Holder, the Note A-1-3 Holder, the Note A-2-2 Holder or the Note A-2-3 Holder, as applicable, holding the New A-2 A-1-2 Notes, the New A-3 A-1-3 Notes, the New A-4 A-2-2 Notes and/or the or New A-5 Notes A-2-3 Notes, as applicable, shall notify the parties to the Servicing Agreement and the NonNote A-1-Lead Servicing Agreements 1/A-2-1 PSA in writing of such modified allocations and principal amounts. In connection with the foregoing, (1) the Master Servicer is hereby authorized to execute amendments to the Loan Agreement and this Agreement (or to amend and restate the Loan Agreement and this Agreement) on behalf of either any or all of the Holders solely for the purpose of reflecting such reallocation of principal principal, reduction of Interest Rates or such severing of Note A-2A-1-2, Note A-3A-1-3, Note A-4 and/or A-2-2 or Note A-5 A-2-3, as applicable, (2) if Note A-2A-1-2, Note A-3A-1-3, Note A-4 A-2-2 or Note A-5 are A-2-3, as applicable, is severed into “component” notes, such component notes shall each have their same rights as the respective original Note and (3) the definition of the term “Securitization” and all of the related defined terms may be amended (and new terms added, as necessary) to reflect the New A-2 A-1-2 Notes, the New A-3 A-1-3 Notes, the New A-4 A-2-2 Notes and/or the or New A-5 A-2-3 Notes; provided, however, that for the avoidance of doubt, no such amendment to the Mortgage Loan Documents and this Agreement may require the Master Servicer to violate the Servicing Standardas applicable. Rating Agency Confirmation shall not be required for any amendments to this Agreement required to facilitate the terms of this Section 21(aparagraph 18(a). The Holder whose Note is being reallocated or split pursuant to this Section 21(a) shall reimburse the other Holder for all costs and expenses incurred by the other Holder in connection with the reallocation or split.

Provisions Relating to Securitization. (a) The Note A-2 Holder, the Note A-3 Holder, the Note A-4 Holder and the Note A-5 A-4 Holder shall have the right, subject to the terms of the Mortgage Loan Documents, to cause the Borrower Borrowers to execute amended and restated notes or additional notes (in each either case, the “New A-2 Notes”, the “New A-3 Notes”, ” and the “New A-4 Notes” and the “New A-5 Notes”,) reallocating the principal of Note A-2 among other New A-2 Notes, the principal of Note A-3 among other New A-3 Notes, Notes and the principal of Note A-4 among other New A-4 Notes and the principal of Note A-5 among other New A-5 Notes, respectively; reducing the Interest Rates of such New A-2 Notes, New A-3 Notes, New A-4 Notes and New A-5 A-4 Notes or severing Note A-2, Note A-3, A-2 and Note A-4 and Note A-5 into one or more further “component” notes in the aggregate principal amount equal to the then outstanding principal balance of Note A-2, Note A-3, Note A-4 A-2 and Note A-5A-4, respectively, provided that (i) the aggregate principal balance of the New A-2 Notes, New A-3 Notes, Notes and the New A-4 Notes and New A-5 Notes following such amendments are no greater than the principal balance of the original Note A-2, Note A-3, Note A-4 A-2 and Note A-5A-4, respectively, prior to such amendments, (ii) all New A-2 Notes, New A-3 Notes, New A-4 Notes and New A-5 A-4 Notes continue to have the same interest rate as the original Note A-2 Note, the original Note A-3, the original Note A-4 and the original Note A-5A-4, respectively, prior to such amendments, (iii) all New A-2 Notes, New A-3 Notes, New and new A-4 Notes and New A-5 Notes pay pro rata and on a pari passu basis and such reallocated or component notes shall be automatically subject to the terms of this Agreement and (iv) the entity holding the New A-2 Notes, the New A-3 Notes, and/or the New A-4 Notes and/or the New A-5 Notes shall notify the parties to the Servicing Agreement and the Non-Lead Servicing Agreements in writing of such modified allocations and principal amounts. In connection with the foregoing, (1) the Master Servicer is hereby authorized to execute amendments to the Loan Agreement and this Agreement (or to amend and restate the Loan Agreement and this Agreement) on behalf of either of the Holders solely for the purpose of reflecting such reallocation of principal or such severing of Note A-2, Note A-3, A-2 and/or Note A-4 and/or Note A-5 (2) if Note A-2, Note A-3, A-2 or Note A-4 or Note A-5 are severed into “component” notes, such component notes shall each have their same rights as the respective original Note and (3) the definition of the term “Securitization” and all of the related defined terms may be amended (and new terms added, as necessary) to reflect the New A-2 Notes, the New A-3 Notes, the New A-4 Notes and/or the New A-5 A-4 Notes; provided, however, that for the avoidance of doubt, no such amendment to the Mortgage Loan Documents and this Agreement may require the Master Servicer to violate the Servicing Standard. Rating Agency Confirmation shall not be required for any amendments to this Agreement required to facilitate the terms of this Section 21(a). The Holder whose Note is being reallocated or split pursuant to this Section 21(a) shall reimburse the other Holder for all costs and expenses incurred by the other Holder in connection with the reallocation or split. (b) The Non-Lead Servicing Agreements shall provide that: (i) the applicable master servicer and trustee for such Securitization shall be required to notify the master servicer, special servicer and trustee of each other Securitization of the amount of any P&I Advance it has made with respect to the Note included in such Securitization within two Business Days of making such advance; (ii) if the applicable master servicer, special servicer or trustee determines that a proposed P&I Advance, if made, or any outstanding P&I Advance previously made, would be, or is, as applicable, a nonrecoverable advance, the master servicer shall provide the other servicers written notice of such determination within 2 Business Days after such determination was made; (iii) in the event the Non-Lead Note Holders are responsible for its proportionate share of any Nonrecoverable Advances (or any other portion of a Nonrecoverable Advance) (and advance interest thereon) or other fee or expense pursuant to Section 20, and funds received with respect to the Non-Lead Notes are insufficient to cover such amounts, (x) the related master servicer will be required to pay the Master Servicer, Special Servicer or Lead Trustee under the Servicing Agreement, as applicable, out of general funds in the collection account (or equivalent account) established under the Non-Lead Servicing Agreements and (y) if the Lead Servicing Agreement permits the Master Servicer, Special Servicer or Lead Trustee to pay itself from the Lead Securitization Trust’s general account then the master servicer under the Non-Lead Servicing Agreements will be required to reimburse the Lead Securitization Trust out of general funds in the collection account (or equivalent account) established under the Non-Lead Servicing Agreements; (iv) each of the Master Servicer and the Special Servicer shall be indemnified (as and to the extent the Lead Securitization Trust is required to indemnify each such party) against any claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments and any other costs, liabilities, fees and expenses, incurred in connection with any PSA that relate solely to its servicing of the Mortgage Loan, as applicable, and the master servicer under the Non-Lead Servicing Agreements will be required to reimburse the Master Servicer, Special Servicer or Lead Trustee under the Servicing Agreement, as applicable, out of general funds in the collection account (or equivalent account) established under the Non-Lead Servicing Agreements; (v) each of trustee and the master servicer under the Non-Lead Servicing Agreements, as applicable, shall acknowledge that, (i) each of the Master Servicer and the Lead Trustee under the Servicing Agreement will be a third party beneficiary under the Non-Lead Servicing Agreements with respect to any provisions therein relating to (1) the reimbursement of any nonrecoverable advances made with respect to such Non-Lead Notes by the Master Servicer or the Lead Trustee under the Servicing Agreement and (2) as to the Master Servicer only, the indemnification of the Master Servicer against any claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments and any other costs, liabilities, fees and expenses, incurred in connection with any PSA and relating to the Non-Lead Notes and (ii) the Special Servicer will be a third party beneficiary under the Non-Lead Servicing Agreements with respect to any provisions therein relating to (1) the reimbursement of any nonrecoverable advances made with respect to the Non-Lead Notes by the Special Servicer (it being understood that the Special Servicer is not required to make any Advances) and (2) the indemnification of the Special Servicer against any claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments and any other costs, liabilities, fees and expenses, incurred in connection with any PSA and relating to such Non-Lead Notes; and (vi) the Master Servicer and the Special Servicer shall be third party beneficiaries of the foregoing provisions. (c) The Note A-2 Holder and the Note A-4 Holder shall provide the Depositor, the Servicer and the Special Servicer under the BBCMS C-17 PSA (as of the Securitization Date of such Note) notice of the Securitization of such Note, which notice shall be in writing (which may be by email) given prior to or promptly following the related Securitization Date. Such notice shall contain contact information for each of the parties to the Note A-2 PSA and the Note A-4 PSA, as applicable, and the identity of the Controlling Class Representative under such PSA. In addition, after the related Securitization Date, the Note A-2 Holder and the Note A-4 Holder shall send a copy of the related PSA to the Depositor, the Servicer and the Special Servicer under the BBCMS C-17 PSA (as of the Securitization Date of such Note). (d) The BBCMS C-17 PSA shall provide that: (i) the Master Servicer and Trustee for such Securitization shall be required to notify the servicer, special servicer and trustee of each other Securitization of the amount of any P&I Advance it has made with respect to the Note included in such Securitization within two Business Days of making such advance; (ii) if the Master Servicer or Trustee determines that a proposed P&I Advance, if made, or any outstanding P&I Advance previously made, would be, or is, as applicable, a nonrecoverable advance, the Master Servicer shall provide the other servicers written notice of such determination within 2 Business Days after such determination was made; (iii) the Master Servicer shall remit all payments received (or advanced) with respect to the Non-Lead Notes, net of its Servicing Fee and any other applicable fees and reimbursements payable to the Master Servicer, the Special Servicer and the Trustee, to the Non-Lead Note Holders on the applicable Master Servicer Remittance Date; (iv) the Master Servicer agrees to make available to the master servicer under the Non-Lead Servicing Agreements the CREFC® Investor Reporting Package® pursuant to the terms of the Servicing Agreement on a monthly basis on the applicable Master Servicer Remittance Date so long as the date on which delivery is required under this clause (iv) is at least one (1) Business Day after the scheduled Monthly Payment date under the Loan Agreement; (v) the Master Servicer, any primary servicer, the Special Servicer and the Lead Trustee, certificate administrator or other party acting as custodian for the Lead Securitization shall be required to deliver (and shall be required to cause each other servicer and servicing function participant (within the meaning of Items 1123 and 1122, respectively, of Regulation AB) retained or engaged by it to deliver), to the parties to the Non-Lead Servicing Agreements, at its own expense, in a timely manner, the reports, certifications, compliance statements, accountants’ assessments and attestations, information to be included in reports (including, without limitation, Form 15G, Form 10K, Form 10D, Form 8K), and other materials specified in each of the other Servicing Agreements as the parties to the Non-Lead Securitizations may require in order to comply with their obligations under the Securities Act of 1933, as amended, Securities Exchange Act of 1934 (including Rule 15Ga-1), as amended, and Regulation AB, and any other applicable law. Without limiting the generality of the foregoing, the Lead Note Holder for a Lead Securitization shall provide in a timely manner to the depositor and the trustee for any prior Securitization a copy of the Servicing Agreement and each Lead Servicer (at the expense of the Lead Note Holder) will be required, upon prior written request, to provide to the depositor and the trustee for any prior Securitization any other information required to comply in a timely manner with applicable filing requirements under Items 1.01 and 6.02 of Form 8-K, any other disclosure information required pursuant to Regulation AB in a timely manner for inclusion in any disclosure document (and, with respect to the Servicing Agreement, for filing under Form 8-K), and with respect to the Lead Servicers, upon prior written request, market indemnification agreements, opinions and Regulation AB compliance letters as were or are being delivered with respect to the Lead Securitization. As used in this Agreement, “Regulation AB” means Subpart 229.1100 – Asset Backed Securities (Regulation AB), 17 C.F.R. §§ 229.1100-229.1125, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the United States Securities and Exchange Commission (the “Commission”) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time, in each case as effective from time to time as of the compliance dates specified therein. The Master Servicer, any primary servicer and the Special Servicer, upon prior written request, shall each be required to provide certification and indemnification to each Certifying Person with respect to the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification (or analogous terms) as such terms are defined in the Non-Lead Servicing Agreements; (vi) the servicing duties of each of the Master Servicer and Special Servicer under the Servicing Agreement shall include the duty to service the Non-Lead Notes on behalf of the related Trustees and related Certificate holders in accordance with the terms and provisions of this Agreement; (vii) the Master Servicer shall withdraw from the related Collection Account and remit to the Holder of the Non-Lead Notes, within two (2) Business Days of receipt of properly identified funds, any amounts that represent late collections or principal prepayments on such Non-Lead Notes or any successor REO Property with respect thereto (exclusive of any portion of such amount payable or reimbursable to any third party in accordance with this Agreement), unless such amount would otherwise be included in the monthly remittance to the Holder of such Non-Lead Notes for such month; provided, however, that to the extent any such amounts are received before 3:00 p.m. Eastern time on any given Business Day, the Master Servicer shall use commercially reasonable efforts to remit such late collections or principal prepayments to the Non-Lead Master Servicer within one Business Day of receipt of properly identified funds; (viii) the Non-Lead Note Holders is an intended third-party beneficiary in respect of the rights afforded it under the Servicing Agreement and each master servicer under a Non-Lead Servicing Agreements will be entitled to enforce the rights of the related Trustee with respect to such Non-Lead Notes under this Agreement and the Servicing Agreement; (ix) each master servicer and special servicer under any Non-Lead Servicing Agreements shall be a third-party beneficiary of the Servicing Agreement with respect to all provisions therein expressly relating to compensation, reimbursement or indemnification of such master servicer or special servicer, as the case may be, and the provisions regarding coordination of Advances; (x) it shall not be amended in a manner that materially and adversely affects the rights of the Non-Lead Note Holders without their consent; (xi) satisfy ▇▇▇▇▇’▇ rating methodology as of the closing date of the Lead Securitization related to permitted investments and eligible accounts applicable to securities rated “Aaa” by Moody’s; (xii) in connection with (A) any amendment of the Servicing Agreement, a party to such Servicing Agreement is required to provide a copy of the executed amendment to the depositor under the Non-Lead Servicing Agreements and one or more parties to the related Non-Lead Servicing Agreements (which may be by e-mail), together with a copy of such amendment in electronic format, no later than the effective date of such amendment, and (B) the termination, resignation and/or replacement of the Master Servicer or Special Servicer under the Servicing Agreement, the replacement “master servicer” or replacement “special servicer”, as applicable, is required to provide to the depositor under the Non-Lead Servicing Agreements and one or more parties to the related Non-Lead Servicing Agreements all disclosure about itself that is required to be included in Form 8-K no later than the date of effectiveness thereof; (xiii) “servicer termination events” (or any analogous term under the Servicing Agreement) include customary market termination events with respect to failure to make advances, failure to remit payments to the Non-Lead Note Holders as required, failure to deliver (or cause to be delivered) materials or information required in order for the Non-Lead Note Holders or the depositor under the Non-Lead Servicing Agreements to timely comply with its obligations under the Exchange Act, the Securities Act or Form SF-3, and for rating agency triggers with respect to any Certificates, subject to customary grace periods (provided that, in the case of failures related to the securities laws, such grace periods will not cause a depositor under the Non-Lead Servicing Agreements to fail to comply with the applicable provisions of such securities laws); and (xiv) if the Non-Lead Notes becomes the subject of an “asset review” under the Non-Lead Servicing Agreements, the applicable parties to the Servicing Agreement are required to reasonably cooperate with the related asset representations reviewer or other applicable party to the Non-Lead Servicing Agreements in connection with such asset review, including with respect to providing access to related underlying documents to the extent the asset representations reviewer or such other applicable party to the Non-Lead Servi