Titan Europe 2007-1 (NHP) Limited - Irish Stock Exchange

(f) except with respect to matters already addressed in paragraph (a) of this definition, the Servicer has
received notice or has actual knowledge that the Borrower is in default beyond any applicable notice
and/or grace periods in the performance or observance of any of its obligations under the related Loan
Documents, the failure of which to cure, in the reasonable business judgement of the Servicer,
exercised in accordance with the Servicing Standard, materially and adversely affects the interests of
the Issuer and the Noteholders and, if applicable, the Subordinate Lenders; or
(g) in the reasonable business judgement of the Servicer, exercised in accordance with the Servicing
Standard, there is an imminent risk of (i) a default with respect to the Libra Loan consisting of the
failure to make a quarterly payment or (ii) any other default that is likely to impair the use or
marketability of any related Property or the value thereof as security for the Libra Loan, which default,
in either case, is likely to remain or, in the case of defaults that have been cured by a Subordinate
Lender, have remained unremedied by the Borrower for a period of 60 days or more, and in the case of
defaults that are likely to remain uncured for 60 days or more the Servicer has received the written
consent of the Controlling Party to declare that a Servicing Transfer Event has occurred with respect to
the Libra Loan.
Upon the occurrence of a Servicing Transfer Event, the Libra Whole Loan will become a “Specially
Serviced Loan” and the Special Servicer will assume certain special servicing functions with respect to the
Libra Whole Loan (and accordingly a Special Servicing Fee will be payable with regard to the Libra Whole
Loan). However, the Libra Whole Loan may not become a Specially Serviced Loan (and no Special Servicing
Fee will accrue on the Libra Whole Loan) at any time that a Subordinate Lender or the PIK Facility Lender is
exercising, or is capable of exercising within the applicable cure period, its cure right pursuant to the Senior
Intercreditor Deed or the PIK Facility Intercreditor Deed, but solely to the extent that such Servicing Transfer
Event relates specifically to the matter being cured, as described under “Certain Characteristics of the Libra
Loan and Properties—Senior Intercreditor Deed—Cure Rights of Subordinate Lender” and “Certain
Characteristics of the Libra Loan and Properties—PIK Facility Intercreditor Deed—Cure Rights of PIK
Facility Lender” above.
After the Libra Whole Loan has become a Specially Serviced Loan, the Special Servicer will transfer all
servicing back to the Servicer if and when a Servicing Transfer Event is no longer continuing with respect to the
Libra Whole Loan, at which time the Libra Whole Loan will be a “Corrected Loan”. A Servicing Transfer
Event will cease to exist:
(a) with respect to the circumstances described in paragraphs (a) and (b) above, when
(i) the Borrower has paid in full all payments due under the Libra Whole Loan and in the case of
paragraph (b), has made two consecutive full and timely scheduled payments under the Libra
Whole Loan, or
(ii) if a workout is entered into with respect to the Libra Whole Loan, the Borrower has made two
consecutive full and timely scheduled payments under the terms of the Libra Whole Loan as
modified in connection with such workout;
(b) with respect to the circumstances described in paragraphs (c), (d), (e) and (g) above, when such
circumstances cease to exist in the good faith judgment of the Special Servicer; or
(c) with respect to the circumstance described in paragraph (f) above, the Borrower has cured such default.
Notwithstanding the transfer of servicing responsibility to the Special Servicer, the Servicer will be required
to continue to collect information and prepare all reports required to be collected or prepared by it under the
Servicing Agreement and perform certain other day to day administrative functions. Neither the Servicer nor
the Special Servicer will have responsibility for the performance by the other of its obligations and duties under
the Servicing Agreement.
The Controlling Class
The holders of the most junior class of Notes outstanding at any time (other than the Class X Notes and the
Class V Notes) who meet the Controlling Class Test as defined in Condition 20 (Controlling Class) will be the
“Controlling Class”.
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