Common use of Waiver of Servicer Termination Events Clause in Contracts

Waiver of Servicer Termination Events. A Servicer Termination Event may be waived by the holders of Voting Rights, evidencing not less than 66-2/3% of the aggregate Voting Rights of the Certificates (and, if such Servicer Termination Event is on the part of the Special Servicer with respect to a Serviced Whole Loan only, by the related Serviced Companion Noteholder). Notwithstanding the foregoing, (1) a Servicer Termination Event under clause (i) and clause (ii) of Section 7.01(a) may be waived only with the consent of all of the Certificateholders of the affected Classes and any Serviced Companion Noteholder affected by such Servicer Termination Event, and (2) a Servicer Termination Event under clause (iii) or clause (x) of Section 7.01(a) related to Exchange Act reporting may be waived only with the consent of the Depositor and any Serviced Companion Noteholder affected by such Servicer Termination Event. Upon any such waiver of a Servicer Termination Event, such Servicer Termination Event shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. Upon any such waiver of a Servicer Termination Event by Certificateholders, the Trustee and the Certificate Administrator shall be entitled to recover all costs and expenses incurred by it in connection with enforcement action taken with respect to such Servicer Termination Event prior to such waiver from the Trust. No such waiver shall extend to any subsequent or other Servicer Termination Event or impair any right consequent thereon except to the extent expressly so waived. Notwithstanding any other provisions of this Agreement, for purposes of waiving any Servicer Termination Event pursuant to this Section 7.04, any Certificates registered in the name of the Depositor or any Affiliate of the Depositor shall be entitled to the same Voting Rights with respect to the matters described above as they would if any other Person held such Certificates.

Waiver of Servicer Termination Events. A Servicer Termination Event may be waived by the holders The Holders of Voting Rights, evidencing not less than Certificates representing at least 66-2/3% of the aggregate Voting Rights allocated to each Class of the Certificates (and, if affected by any Servicer Termination Event hereunder may waive such Servicer Termination Event is on the part of the Special Servicer with respect to a Serviced Whole Loan onlyEvent; provided, by the related Serviced Companion Noteholder). Notwithstanding the foregoinghowever, (1) that a Servicer Termination Event under clause (i) and clause ), (ii) or (viii) of Section 7.01(a) may be waived only with the consent of all of the Certificateholders of the affected Classes and any Serviced Companion Noteholder affected by such Servicer Termination EventClasses, and (2) a Servicer Termination Event under clause (iii) or clause (x) of Section 7.01(a) related (with respect to Exchange Act reporting obligations under Article XI) may be waived only with the consent of the Depositor and any Serviced Companion Noteholder affected by such Servicer Termination EventDepositor. Upon any such waiver of a Servicer Termination Event, subject to the rights of any affected holder of a Serviced Companion Loan under Section 7.01(c) or Section 7.01(f), such Servicer Termination Event shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. Upon any such waiver of a Servicer Termination Event by Certificateholders, the Trustee and the Certificate Administrator shall be entitled to recover all costs and expenses incurred by it in connection with enforcement action taken with respect to such Servicer Termination Event prior to such waiver from the Trust. No such waiver shall extend to any subsequent or other Servicer Termination Event or impair any right consequent thereon except to the extent expressly so waived. Notwithstanding any other provisions of this Agreement, for purposes of waiving any Servicer Termination Event pursuant to this Section 7.04, any Certificates registered in the name of the Depositor or any Affiliate of the Depositor shall be entitled to the same Voting Rights with respect to the matters described above as they would if any other Person held such Certificates.

Waiver of Servicer Termination Events. A Servicer Termination Event may be waived by the holders The Holders of Voting Rights, evidencing not less than Certificates representing at least 66-2/3% of the aggregate Voting Rights allocated to each Class of the Certificates (and, if affected by any Servicer Termination Event hereunder may waive such Servicer Termination Event is on the part within twenty (20) days of the Special receipt of notice from the Certificate Administrator of the occurrence of such Servicer with respect to a Serviced Whole Loan onlyTermination Event; provided, by the related Serviced Companion Noteholder). Notwithstanding the foregoinghowever, (1) that a Servicer Termination Event under clause (i) and clause ), (ii), (viii), (ix) or (x) of Section 7.01(a) may be waived only with the consent of by all of the Certificateholders of the affected Classes and any Serviced Companion Noteholder affected by such Servicer Termination Event, and (2) a Servicer Termination Event under clause (iii) or clause (x) of Section 7.01(a) related relating to Exchange Act reporting may be waived only with the consent of the Depositor and any Serviced Companion Noteholder affected by such Servicer Termination EventDepositor. Upon any such waiver of a Servicer Termination Event, such Servicer Termination Event shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. Upon any such waiver of a Servicer Termination Event by Certificateholders, the Trustee and the Certificate Administrator shall be entitled to recover all costs and expenses incurred by it in connection with enforcement action taken with respect to such Servicer Termination Event prior to such waiver from the Trust. No such waiver shall extend to any subsequent or other Servicer Termination Event or impair any right consequent thereon except to the extent expressly so waived. Notwithstanding any other provisions of this Agreement, for purposes of waiving any Servicer Termination Event pursuant to this Section 7.04, any Certificates registered in the name of the Depositor or any Affiliate of the Depositor shall be entitled to the same Voting Rights with respect to the matters described above as they would if any other Person held such Certificates.

Waiver of Servicer Termination Events. A Servicer Termination Event may be waived by the holders of Voting Rights, evidencing not less than Certificateholders representing at least 66-2/3% of the aggregate Voting Rights allocated to each Class of the Certificates (and, if affected by any Servicer Termination Event hereunder may waive such Servicer Termination Event is on the part of the Special Servicer with respect to a Serviced Whole Loan onlyEvent; provided, by the related Serviced Companion Noteholder). Notwithstanding the foregoing, (1) that a Servicer Termination Event under clause (i) and clause ), (ii), (viii) or (ix) of Section 7.01(a) may be waived only with the consent of all of the Certificateholders of the affected Classes and any Serviced Companion Noteholder affected by such Servicer Termination EventClasses, and (2) a Servicer Termination Event under clause (iii) or clause (x) of Section 7.01(a) related (with respect to Exchange Act reporting obligations under Article XI) may be waived only with the consent of the Depositor and any Serviced Companion Noteholder affected by such Servicer Termination EventDepositor. Upon any such waiver of a Servicer Termination Event, subject to the rights of any affected holder of a Serviced Companion Loan under Section 7.01(c) or Section 7.01(f), such Servicer Termination Event shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. Upon any such waiver of a Servicer Termination Event by Certificateholders, the Trustee and the Certificate Administrator shall be entitled to recover all costs and expenses incurred by it in connection with enforcement action taken with respect to such Servicer Termination Event prior to such waiver from the Trust. No such waiver shall extend to any subsequent or other Servicer Termination Event or impair any right consequent thereon except to the extent expressly so waived. Notwithstanding any other provisions of this Agreement, for purposes of waiving any Servicer Termination Event pursuant to this Section 7.04, any Certificates registered in the name of the Depositor or any Affiliate of the Depositor shall be entitled to the same Voting Rights with respect to the matters described above as they would if any other Person held such Certificates.

Waiver of Servicer Termination Events. A Servicer Termination Event may be waived by the holders The Holders of Voting Rights, evidencing not less than Certificates representing at least 66-2/3% of the aggregate Voting Rights allocated to each Class of Certificates affected by any Servicer Termination Event hereunder (determined without notionally reducing the Class Principal Balances of the Certificates (and, if by any Appraisal Reduction Amounts) shall be entitled to waive such Servicer Termination Event is on without the part consent of the Special Servicer with respect to a Serviced Whole Loan only, by the related Serviced Companion Noteholder). Notwithstanding the foregoing, (1) a any other Person; provided that an Servicer Termination Event under clause clauses (i), (ii), (iii), (x), (xi) and clause (iixiii) of Section 7.01(a) may be waived only with the consent of by all of the Certificateholders of the affected Classes and in any Serviced Companion Noteholder affected by event such Servicer Termination Event, and (2) a Holders shall not be entitled to waive any Servicer Termination Event under clause Section 7.01(a)(xv) (iii) or clause (x) of Section 7.01(a) related to Exchange Act reporting which may be waived only with by the applicable Companion Loan Holder). The Depositor shall be entitled to waive any Servicer Termination Event under Section 7.01(a)(xiv) without the consent of any other Person. No Person other than the Depositor and shall have any Serviced Companion Noteholder affected by such right or authority to waive any Servicer Termination EventEvent under Section 7.01(a)(xiv) without the prior consent of the Depositor. Upon any such waiver of a an Servicer Termination EventEvent made as described above, and payment to the Trustee and the Certificate Administrator of all reasonable costs and expenses incurred by the Trustee and the Certificate Administrator in connection with such default prior to its waiver (which costs shall be paid by the party requesting such waiver), such Servicer Termination Event shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. Upon any such waiver of a Servicer Termination Event by Certificateholders, the Trustee and the Certificate Administrator shall be entitled to recover all costs and expenses incurred by it in connection with enforcement action taken with respect to such Servicer Termination Event prior to such waiver from the Trust. No such waiver shall extend to any subsequent or other Servicer Termination Event or impair any right consequent thereon except to the extent expressly so waived. Notwithstanding any other provisions of this Agreement, for purposes of waiving any Servicer Termination Event pursuant to this Section 7.04, any Certificates registered in the name of the Depositor or any Affiliate of the Depositor shall be entitled to the same Voting Rights with respect to the matters described above as they would if registered in the name of any other Person held such CertificatesPerson.

Waiver of Servicer Termination Events. A Servicer Termination Event may be waived by the holders of Voting Rights, evidencing not less than The Certificateholders representing at least 66-2/3% of the aggregate Voting Rights allocated to each Class of the Certificates (and, if affected by any Servicer Termination Event hereunder may waive such Servicer Termination Event is on the part of the Special Servicer with respect to a Serviced Whole Loan onlyEvent; provided, by the related Serviced Companion Noteholder). Notwithstanding the foregoing, (1) that a Servicer Termination Event under clause (i) and clause ), (ii), (viii) or (ix) of Section 7.01(a) may be waived only with the consent of all of the Certificateholders of the affected Classes and any Serviced Companion Noteholder affected by such Servicer Termination EventClasses, and (2) a Servicer Termination Event under clause (iii) or clause (x) of Section 7.01(a) related (with respect to Exchange Act reporting obligations under Article XI) may be waived only with the consent of the Depositor and any Serviced Companion Noteholder affected by such Servicer Termination EventDepositor. Upon any such waiver of a Servicer Termination Event, subject to the rights of any affected holder of a Serviced Companion Loan under Section 7.01(c) or Section 7.01(f), such Servicer Termination Event shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. Upon any such waiver of a Servicer Termination Event by Certificateholders, the Trustee and the Certificate Administrator shall be entitled to recover all costs and expenses incurred by it in connection with enforcement action taken with respect to such Servicer Termination Event prior to such waiver from the Trust. No such waiver shall extend to any subsequent or other Servicer Termination Event or impair any right consequent thereon except to the extent expressly so waived. Notwithstanding any other provisions of this Agreement, for purposes of waiving any Servicer Termination Event pursuant to this Section 7.04, any Certificates registered in the name of the Depositor or any Affiliate of the Depositor shall be entitled to the same Voting Rights with respect to the matters described above as they would if any other Person held such Certificates.

Waiver of Servicer Termination Events. A Servicer Termination Event may be waived by the holders The Holders of Voting Rights, evidencing not less than Certificates representing at least 66-2/3% of the aggregate Voting Rights allocated to each Class of the Certificates (and, if affected by any Servicer Termination Event hereunder may waive such Servicer Termination Event is on the part within twenty (20) days of the Special receipt of notice from the Certificate Administrator of the occurrence of such Servicer with respect to a Serviced Whole Loan onlyTermination Event; provided, by the related Serviced Companion Noteholder). Notwithstanding the foregoinghowever, (1) that a Servicer Termination Event under clause (i) and clause ), (ii), (viii) or (ix) of Section 7.01(a) may be waived only with the consent of by all of the Certificateholders of the affected Classes and any Serviced Companion Noteholder affected by such Servicer Termination Event, and (2) a Servicer Termination Event under clause (iii) or clause (x) of Section 7.01(a) related relating to Exchange Act reporting may be waived only with the consent of the Depositor and any Serviced Companion Noteholder affected by such Servicer Termination EventDepositor. Upon any such waiver of a Servicer Termination Event, such Servicer Termination Event shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. Upon any such waiver of a Servicer Termination Event by Certificateholders, the Trustee and the Certificate Administrator shall be entitled to recover all costs and expenses incurred by it in connection with enforcement action taken with respect to such Servicer Termination Event prior to such waiver from the Trust. No such waiver shall extend to any subsequent or other Servicer Termination Event or impair any right consequent thereon except to the extent expressly so waived. Notwithstanding any other provisions of this Agreement, for purposes of waiving any Servicer Termination Event pursuant to this Section 7.04, any Certificates registered in the name of the Depositor or any Affiliate of the Depositor shall be entitled to the same Voting Rights with respect to the matters described above as they would if any other Person held such Certificates.

Waiver of Servicer Termination Events. A Servicer Termination Event may be waived by the holders of Voting Rights, evidencing not less than 66-Certificateholders representing at least 66 2/3% of the aggregate Voting Rights allocated to each Class of the Certificates (and, if affected by any Servicer Termination Event hereunder may waive such Servicer Termination Event is on the part of the Special Servicer with respect to a Serviced Whole Loan onlyEvent; provided, by the related Serviced Companion Noteholder). Notwithstanding the foregoing, (1) that a Servicer Termination Event under clause (i) and clause ), (ii), (viii) or (ix) of Section 7.01(a) may be waived only with the consent of all of the Certificateholders of the affected Classes and any Serviced Companion Noteholder affected by such Servicer Termination EventClasses, and (2) a Servicer Termination Event under clause (iii) or clause (x) of Section 7.01(a) related (with respect to Exchange Act reporting obligations under Article XI) may be waived only with the consent of the Depositor and any Serviced Companion Noteholder affected by such Servicer Termination EventDepositor. Upon any such waiver of a Servicer Termination Event, subject to the rights of any affected holder of a Serviced Companion Loan under Section 7.01(c) or Section 7.01(f), such Servicer Termination Event shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. Upon any such waiver of a Servicer Termination Event by Certificateholders, the Trustee and the Certificate Administrator shall be entitled to recover all costs and expenses incurred by it in connection with enforcement action taken with respect to such Servicer Termination Event prior to such waiver from the Trust. No such waiver shall extend to any subsequent or other Servicer Termination Event or impair any right consequent thereon except to the extent expressly so waived. Notwithstanding any other provisions of this Agreement, for purposes of waiving any Servicer Termination Event pursuant to this Section 7.04, any Certificates registered in the name of the Depositor or any Affiliate of the Depositor shall be entitled to the same Voting Rights with respect to the matters described above as they would if any other Person held such Certificates.