Common use of PRELIMINARY STATEMENT Clause in Contracts

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause an election to be made to treat the Trust Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and the Class LR Certificates:

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "“Certificates"”), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be Fund created hereunder. The Certificates will consist of twenty-two classes of certificates, designated as (i) the primary assets of which will be a pool of commercialClass AV-1 Certificates, multifamily (ii) the Class AV-2 Certificates, (iii) the Class AV-3 Certificates, (iv) the Class AF-1 Certificates, (v) the Class AF-2 Certificates, (vi) Class AF-3 Certificates, (vii) the Class AF-4 Certificates, (viii) the Class AF-5 Certificates, (ix) the Class AF-6 Certificates, (x) the Class M-1 Certificates (xi) the Class M-2 Certificates, (xii) the Class M-3 Certificates, (xiii) the Class M-4 Certificates, (xiv) the Class M-5 Certificates, (xv) the Class M-6 Certificates, (xvii) the Class M-7 Certificates, (xviii) the Class M-8 Certificates, (xix) the Class M-9 Certificates, (xx) the Class C Certificates, (xxi) the Class P Certificates and manufactured housing community mortgage loans (xxii) the "Mortgage Loans")Class R Certificates. As provided herein, the Trustee Securities Administrator shall elect or shall cause an election to be made to treat the Trust Fund segregated pool of assets consisting of the Mortgage Loans and certain other related assets subject to this Agreement (exclusive of the Class A-2FL Regular InterestBasis Risk Reserve Account, the Interest Rate Swap Agreement, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Supplemental Interest Distribution Account Trust and the proceeds thereofany Servicer Prepayment Charge Payment Amounts) as a REMIC for federal income tax purposes, and such segregated pool of assets shall be designated as “REMIC 1.” The Class R-1 Interest shall represent the sole class of “residual interests” in REMIC 1 for purposes of the REMIC Provisions (as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described defined herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC 1 Pass-Tier Through Rate, the initial Uncertificated Principal Balance and, for purposes of satisfying Treasury Regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for each of the REMIC 1 Regular Interests and (as defined herein). None of the Class LR Certificates:REMIC 1 Regular Interests shall be certificated. _______________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "“Certificates"”), to be issued hereunder in multiple classes (each, a "Class")Classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause will make, in accordance with Section 9.12, an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of the Class A-2FL Regular Interestas defined herein), the Swap Contractand subject to this Agreement, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a “REMIC”) for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part “REMIC I.” The REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates “regular interests” in REMIC I and the Class A-2FL CertificatesR-I Certificates will be the sole class of “residual interests” in REMIC I for purposes of the REMIC Provisions (as defined herein) under the federal income tax law. A segregated pool of assets consisting of the REMIC I Regular Interests will be designated as “REMIC II,” and the Trustee will make, respectivelyin accordance with Section 9.12, a separate REMIC election with respect thereto. LOWER-TIER REMIC The Class LA-1X-0, Xxxxx X-0, Class LA-1AA-3, Class LA-2A-4, Class LA-2FLA-5, Class LA-3A-6, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-JA-7, Class LBA-8, Class LXA-9, Xxxxx XX, Xxxss LEUncertificated Class A-IO-1 Component and Uncertificated Class A-IO-2 Component (each represented and beneficially owned by a holder of the Class A-IO Certificates), Class LFM-1, Class LGM-2, Class LHM-3, Class LJB-1, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT B-2 and Class LNR Uncertificated Interests B-3 Certificates will evidence "be “regular interests" ” in REMIC II, and the LowerClass R-Tier REMIC created hereunder. The II Certificates will be the sole Class class of "“residual interests" in ” therein for purposes of the Lower-Tier REMIC will be evidenced by the Class LR CertificatesProvisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the Original Lowerdesignation, the REMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Amounts and per annum rates Balance and, for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for the REMIC I Regular Interests. The REMIC I Regular Interests will not be certificated. REMIC I Regular Interest Designation REMIC I Pass- Through Rate Initial Uncertificated Lower-Tier Interests and the Class LR Certificates:Principal Balance Latest Possible Maturity(1) M-3 Variable (2) $ 2,922,000.00 June 25, 2035 ___________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause an election to be made to treat the Trust Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, Interest and the Excess Interest Distribution Account and the proceeds thereofAccount) for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion portions of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I 1 of subchapter J of the Code and that the beneficial interests interest therein will be represented by the Class S Certificates and the Class A-2FL NR Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-JClass LA-1A, Class LB, Class LXLC, Xxxxx XXClass LD, Xxxss Class LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT LP and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and the Class LR Certificates:: Class Original Lower-Tier Designation Interest Rate Principal Amount ----------- ------------- ------------------- Class LA-1 (1) $64,985,000 Class LA-2 (1) $145,991,000 Class LA-3 (1) $103,723,000 Class LA-4 (1) $466,392,000 Class LA-1A (1) $167,933,000 Class LB (1) $27,548,000 Class LC (1) $13,774,000 Class LD (1) $20,661,000 Class LE (1) $11,019,000 Class LF (1) $15,151,000 Class LG (1) $9,642,000 Class LH (1) $17,906,000 Class LJ (1) $2,755,000 Class LK (1) $4,132,000 Class LL (1) $5,510,000 Class LM (1) $5,509,000 Class LN (1) $2,755,000 Class LP (1) $2,755,000 Class LNR (1) $13,774,388 Class LR None(2) None(3)

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "“Certificates"”), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be Fund created hereunder. The Certificates will consist of seventeen classes of certificates, designated as (i) the primary assets of which will be a pool of commercialClass I-A-1 Certificates, multifamily (ii) the Class II-A-1 Certificates, (iii) the Class II-A-2 Certificates, (iv) the Class II-A-3 Certificates, (v) the Class M-1 Certificates, (vi) the Class M-2 Certificates, (vii) the Class M-3 Certificates, (viii) the Class M-4 Certificates, (ix) the Class M-5 Certificates, (x) the Class M-6 Certificates, (xi) the Class M-7 Certificates, (xii) the Class M-8 Certificates, (xiii) the Class M-9 Certificates, (xiv) the Class C Certificates, (xv) the Class P Certificates, (xvi) the Class R Certificates and manufactured housing community mortgage loans (xvii) the "Mortgage Loans")Class R-X Certificates. As provided herein, the Trustee shall elect or shall cause an election to be made to treat the Trust Fund segregated pool of assets consisting of the Mortgage Loans and certain other related assets subject to this Agreement (exclusive of the Class A-2FL Regular InterestNet WAC Rate Carryover Reserve Account, any Servicer Prepayment Charge Payment Amounts, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Supplemental Interest Distribution Account Trust and the proceeds thereofInterest Rate Swap Agreement) as a REMIC for federal income tax purposes, and such segregated pool of assets shall be designated as “REMIC 1.” The Class R-1 Interest shall represent the sole class of “residual interests” in REMIC 1 for purposes of the REMIC Provisions (as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described defined herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC 1 Pass-Tier Through Rate, the initial Uncertificated Principal Balance and, for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for each of the REMIC 1 Regular Interests and (as defined herein). None of the Class LR Certificates:REMIC 1 Regular Interests shall be certificated. Designation Uncertificated REMIC 1 Pass-Through Rate Initial Uncertificated Principal Balance Latest Possible Maturity Date(1) I Variable(2) $ 43,200,091.53 March 25, 2037 II Variable(2) $ 8,046,584.07 March 25, 2037 I-1-B Variable(2) $ 4,917,437.46 March 25, 2037 I-3-B Variable(2) $ 6,683,617.74 March 25, 2037 I-4-B Variable(2) $ 7,559,243.48 March 25, 2037 I-5-B Variable(2) $ 8,395,396.74 March 25, 2037 I-6-B Variable(2) $ 9,199,397.74 March 25, 2037 I-7-B Variable(2) $ 9,765,853.13 March 25, 2037 I-8-B Variable(2) $ 9,968,153.03 March 25, 2037 I-10-B Variable(2) $ 9,671,900.88 March 25, 2037 I-11-A Variable(2) $ 9,378,402.50 March 25, 2037 I-11-B Variable(2) $ 9,378,402.50 March 25, 2037 I-12-B Variable(2) $ 9,082,472.90 March 25, 2037 I-13-A Variable(2) $ 8,793,313.47 March 25, 2037 I-13-B Variable(2) $ 8,793,313.47 March 25, 2037 I-14-B Variable(2) $ 8,533,905.53 March 25, 2037 I-15-B Variable(2) $ 8,285,929.66 March 25, 2037 I-16-B Variable(2) $ 8,049,176.19 March 25, 2037 I-17-B Variable(2) $ 7,905,614.92 March 25, 2037 I-18-A Variable(2) $ 9,624,741.95 March 25, 2037 I-18-B Variable(2) $ 9,624,741.95 March 25, 2037 I-19-B Variable(2) $ 12,780,615.97 March 25, 2037 I-20-B Variable(2) $ 14,847,514.92 March 25, 2037 I-21-B Variable(2) $ 15,023,940.84 March 25, 2037 I-25-B Variable(2) $ 6,627,023.32 March 25, 2037 I-26-B Variable(2) $ 5,824,803.04 March 25, 2037 I-27-A Variable(2) $ 5,611,916.17 March 25, 2037 I-27-B Variable(2) $ 5,611,916.17 March 25, 2037 I-28-B Variable(2) $ 5,412,683.97 March 25, 2037 I-29-A Variable(2) $ 5,220,542.54 March 25, 2037 I-29-B Variable(2) $ 5,220,542.54 March 25, 2037 I-30-B Variable(2) $ 5,035,198.16 March 25, 2037 I-31-B Variable(2) $ 4,856,379.46 March 25, 2037 I-32-A Variable(2) $ 4,683,802.84 March 25, 2037 I-32-B Variable(2) $ 4,683,802.84 March 25, 2037 I-33-B Variable(2) $ 4,517,323.52 March 25, 2037 I-34-B Variable(2) $ 4,356,848.75 March 25, 2037 I-35-B Variable(2) $ 4,202,131.89 March 25, 2037 I-36-B Variable(2) $ 1,159,238.77 March 25, 2037 I-38-A Variable(2) $ 3,128,307.81 March 25, 2037 I-38-B Variable(2) $ 3,128,307.81 March 25, 2037 I-39-A Variable(2) $ 3,017,211.50 March 25, 2037 I-39-B Variable(2) $ 3,017,211.50 March 25, 2037 I-40-A Variable(2) $ 2,910,042.28 March 25, 2037 I-40-B Variable(2) $ 2,910,042.28 March 25, 2037 I-41-B Variable(2) $ 2,806,668.77 March 25, 2037 I-42-B Variable(2) $ 2,706,936.27 March 25, 2037 I-43-B Variable(2) $ 2,610,787.79 March 25, 2037 I-44-A Variable(2) $ 2,518,012.45 March 25, 2037 I-44-B Variable(2) $ 2,518,012.45 March 25, 2037 I-45-B Variable(2) $ 2,428,525.11 March 25, 2037 I-47-A Variable(2) $ 2,258,959.29 March 25, 2037 I-47-B Variable(2) $ 2,258,959.29 March 25, 2037 I-48-A Variable(2) $ 2,178,658.48 March 25, 2037 I-48-B Variable(2) $ 2,178,658.48 March 25, 2037 I-49-B Variable(2) $ 2,101,207.67 March 25, 2037 I-50-A Variable(2) $ 2,026,503.61 March 25, 2037 I-50-B Variable(2) $ 2,026,503.61 March 25, 2037 I-51-B Variable(2) $ 1,954,465.65 March 25, 2037 I-52-A Variable(2) $ 1,884,999.52 March 25, 2037 I-52-B Variable(2) $ 1,884,999.52 March 25, 2037 I-53-B Variable(2) $ 1,818,610.34 March 25, 2037 I-54-B Variable(2) $ 1,755,199.05 March 25, 2037 I-55-B Variable(2) $ 1,694,238.85 March 25, 2037 I-57-B Variable(2) $ 1,576,171.65 March 25, 2037 I-58-B Variable(2) $ 1,520,001.97 March 25, 2037 I-59-B Variable(2) $ 1,465,820.83 March 25, 2037 I-60-A Variable(2) $ 1,413,535.84 March 25, 2037 I-60-B Variable(2) $ 1,413,535.84 March 25, 2037 I-61-B Variable(2) $ 1,363,114.00 March 25, 2037 I-62-A Variable(2) $ 1,314,509.59 March 25, 2037 I-62-B Variable(2) $ 1,314,509.59 March 25, 2037 I-63-A Variable(2) $ 35,403,831.08 March 25, 2037 I-63-B Variable(2) $ 35,403,831.08 March 25, 2037

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage passTrustee on behalf of the Trust will execute and deliver the Bear Stearns Structured Products Inc. Trust, Series 2007-through certificates (collectivelyR8, the "Certificates")Class I-A-1, to be issued hereunder in multiple classes (eachClass I-A-2, a "Class")Class II-A-1, which Class II-A-2, Clxxx XXX-A-1, Class III-A-2, Class IV-A-1, Class IV-A-2, Class V-A-1a, Class V-A-1b, Class V-A-1c, Class V-A-2, Class V-A-3, Class VI-A-1a, Class VI-A-1b, Class VI-A-1c, Class VI-A-2 and Class R Certificates representing in the aggregate will evidence the entire beneficial ownership interest in the trust fund Trust (the "Trust Fund") to be created hereunderas defined herein), the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans are the Underlying Certificates (the "Mortgage Loans"as defined herein). The Depositor intends to sell some or all of the Certificates. REMIC I As provided herein, the Trustee shall will elect or shall cause an election to be made to treat the segregated pool of assets contained in the Trust Fund (exclusive consisting of the Class A-2FL Regular Interest, Underlying Certificates (other than the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofUnderlying Group V Certificates) as a REMIC for federal income tax purposes, designated as "REMIC I". For purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess InterestREMIC Provisions, the Excess Interest Distribution Account and the proceeds thereof, and (ii) Component I of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof R Certificates will be treated as a grantor trust under subpart E of Part I of subchapter J represent ownership of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in the Lower-Tier REMIC will be evidenced by I. Component I of the Class LR CertificatesR Certificates will not bear interest or have a principal amount. The following table irrevocably sets forth the Original Lowerdesignation, the Uncertificated Pass-Tier Through Rate (as defined herein) and the initial Uncertificated Principal Amounts and per annum rates Balance (as defined herein) for each of interest the Uncertificated REMIC I Regular Interests (as defined herein), which are hereby designated as the "regular interests" in REMIC I. Solely for purposes of satisfying Treasury regulation section 1.860G-1(a)(4)(iii), the Distribution Date immediately following the latest scheduled maturity date for the Underlying Certificates (other than the Underlying Group V Certificates) has been designated as the "latest possible maturity date" for each of the Uncertificated Lower-Tier Interests and the Class LR Certificates:REMIC I Regular Interests.

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause an election to be made to treat the Trust Fund (exclusive of the Class A-2FL A-2SFL Regular Interest, the Class A-JFL Regular Interest, the Swap ContractContracts, the Floating Rate AccountAccounts, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) for federal income tax purposes as two three separate real estate mortgage investment conduits (the "Upper-Tier REMIC", the "Middle-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, thereof and (ii) the Class A-2FL A-2SFL Regular Interest, the Class A-JFL Regular Interest, the Swap ContractContracts, the Floating Rate Account Accounts and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates A-2SFL and the Class A-2FL A-JFL Certificates, respectively. LOWER-TIER REMIC The Class LA-1L-RB, Class LA-1AL-RQ, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx XL-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT SB and Class LNR L-SQ Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and the Class LR Certificates:: Interest Original Lower-Tier Class Designation Rate Principal Amount ----------------- -------- ----------------------------- Class L-RB (1) 0.001% Group Subordinate Amount of Loan Group R (4) Class L-RQ (1) Remainder Group R Balance (5) Class L-SB (2) 0.001% Group Subordinate Amount of Loan Group S(4) Class L-SQ (2) Remainder Group S Balance (5) Class LR None (3) None(3)

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have the meanings specified in Article I hereof) The Depositor Seller intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (Trust Fund consisting primarily of the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall will elect or shall cause an election to be made to treat that designated portions of the Trust Fund (Fund, exclusive of the Class A-2FL Regular Default Interest, the Swap Contract, the Floating Rate Class Q Distribution Account, the Excess Interest, the Excess Interest Distribution Account, the Marriott Desert Springs Parent Loan, the Class M Collection Account and the proceeds thereof) Class M Distribution Account (such portion of the Trust Fund, the "Trust REMICs"), be treated for federal income tax purposes as two separate real estate mortgage investment conduits (each, a "REMIC" or, in the alternative, the "Upper-Tier REMIC" and the "Lower-Tier REMIC," as described hereinrespectively). The parties intend that the portion of the Trust Fund representing (i) the Excess InterestClass X-0, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1Xxxxx X-0, Class LA-1AX, Class LA-2B, Class LA-2FLC, Class LA-3D, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-JE, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT F and Class LNR Uncertificated Interests will evidence G Certificates represent "regular interests" in the LowerUpper-Tier REMIC. The Class R Certificates constitute the sole class of "residual interests" in the Upper-Tier REMIC created hereunderfor purposes of the REMIC Provisions. The Class LR Certificates constitute the sole Class class of "residual interests" in the Lower-Tier REMIC for purposes of the REMIC Provisions. There are also eight classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (the Class XX-0, Xxxxx XX-0, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a regular interest in the Lower-Tier REMIC. All such Lower-Tier Regular Interests will be evidenced held by the Trustee as assets of the Upper-Tier REMIC. The parties intend that the portions of the Trust Fund representing assets of the Grantor Trust, including the Default Interest, the Class LR CertificatesQ Distribution Account, the Excess Interest, the Excess Interest Distribution Account, the Marriott Desert Springs Parent Loan, the Class M Collection Account and the Class M Distribution Account, will be treated as a grantor trust under Subpart E of Part 1 of Subchapter J of the Code, that the Class Q Certificates represent pro rata undivided beneficial interests in the portion of the Trust Fund consisting of the Default Interest and the Class Q Distribution Account, that the Class A-2, Class B, Class C, Class D, Class E, Class F and Class G Certificates represent undivided beneficial interests in specified portions of the Trust Fund consisting of the Excess Interest and the Excess Interest Distribution Account, and that the Class M and Class MX Certificates represent undivided beneficial interests in the Marriott Desert Springs Parent Loan, the Class M Collection Account and the Class M Distribution Account. The following table sets forth the Original Lower-Tier designation and aggregate initial Certificate Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and Amount (or, with respect to the Class X and Class MX Certificates, Notional Amount) for each Class of Certificates (other than the Class R, Class LR and Class Q Certificates:).

PRELIMINARY STATEMENT. but not defined in this Preliminary Statement shall have the meanings specified in Article I) The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (Trust Fund consisting primarily of the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall will elect or shall cause an election to be made to treat that the Trust Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) be treated for federal income tax purposes as two three separate real estate mortgage investment conduits (the each a "Upper-Tier REMIC" or, in the alternative, "REMIC I", "REMIC II" and the "Lower-Tier REMICREMIC III," as described hereinrespectively). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part REMIC I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence constitute "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates are the sole Class class of "residual interests" in REMIC I. Each REMIC I Interest relates to a specific Mortgage Loan or Separate Loan Advance or to the LowerTransferable Servicing Interest. Each corresponding REMIC I Interest (other than the Transferable Servicing Interest) has a Pass-Tier Through Rate equal to the REMIC I Net Mortgage Rate of the related Mortgage Loan or Separate Loan Advance, an initial principal amount equal to the Scheduled Principal Amount as of the Cut-off Date of the related Mortgage Loan or Separate Loan Advance, and a latest possible maturity date on the Maturity Date of the related Mortgage Loan or Separate Loan Advance. The Class R-I Certificates will have no Certificate Balance and no Pass-Through Rate, but will be evidenced by entitled to receive the proceeds of any assets remaining in REMIC I after all classes of REMIC I Interests have been paid in full. The Class A-1-II, Class A-2-II, Class A-3-II, Class A-4-II, Class BII, Class C-II, Class D-II, Class E-II, Class F-1-II, Class F-2-II and Class G-II Interests constitute "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates are the sole class of "residual interests" in REMIC II. The following table sets forth the Original LowerClass designation, Pass-Tier Principal Amounts Through Rate, initial aggregate Certificate Balance and per annum rates Rated Final Distribution Date for each Class of interest for Interests comprising the Uncertificated Lowerinterests in REMIC II. Pass-Tier Interests and the Through Initial Aggregate Rated Designation Rate(1) Certificate Balance Final Distribution Date ----------- ------------ ------------------- ----------------------- Class LR Certificates:A-1-II (2) $142,191,000.00 December 15, 2030 Class A-2-II (2) $117,378,000.00 December 15, 2030 Class A-3-II (2) $220,490,334.00 December 15, 2030 Class A-4-II (3) $ 96,908,666.00 December 15, 2030 Class B-II (2) $ 59,394,000.00 December 15, 2030 Class C-II (2) $ 46,666,000.00 December 15, 2030 Class D-II (2) $ 46,667,000.00 December 15, 2030 Class E-II (2) $ 16,969,000.00 December 15, 2030 Class F-1-II (2) $ 10,000,000.00 December 15, 2030 Class F-2-II (2) $ 40,909,000.00 December 15, 2030 Class G-II (2) $ 50,909,929.14 December 15, 2030 Class R-II (4) December 15, 2030 (4)

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause will make, in accordance with Section 10.01, an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein) under the federal income tax law. A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the Trustee will make, in accordance with Section 10.01, a separate REMIC election with respect thereto. The Class A-1, Class A-2, Class A-3, Class A-4, Xxxxx X-0, Xxxss A-6, Class A-7, Class A-8, Class M-1, Class M-2, Xxxxx X-0, Xxxss B-1, Class B-2 and Class B-3 Certificates will be "regular interests" in REMIC II, and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Balance and, solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC I Regular Interests. None of the REMIC I Regular Interests will be certificated. Uncertificated REMIC I Initial Uncertificated Latest Possible Designation Pass-Tier Interests and the Class LR Certificates:Through Rate Principal Balance Maturity Date(1) ----------- ----------------- ----------------- ---------------- Uncertificated REMIC I 8.225003725% $147,664,000.00 July 25, 2030 Regular Interest T Uncertificated REMIC I 9.05% $73,831,000.00 July 25, 2030 Regular Interest U Uncertificated REMIC I 8.50% $3,966,000.00 July 25, 2030 Regular Interest V Uncertificated REMIC I 8.50% $27,500,000.00 July 25, 2030 Regular Interest W REMIC I Regular Interest X 8.50% $22,001,363.83 July 25, 2030 REMIC I Regular Interest Y 0.00% $42,449.00 July 25, 2030 REMIC I IO Regular Interest (2) (3) July 25, 2030 -----------------------------

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "“Certificates"”), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be Fund created hereunder. The Certificates will consist of twenty-one classes of certificates, designated as (i) the primary assets of which will be a pool of commercialClass A-1A Certificates, multifamily (ii) the Class A-1F1 Certificates, (iii) the Class A-1F2 Certificates, (iv) the Class A-2A Certificates, (v) the Class A-2F Certificates, (vi) the Class M-1 Certificates, (vii) the Class M-2 Certificates, (viii) the Class M-3 Certificates, (ix) the Class M-4 Certificates, (x) the Class M-5 Certificates, (xi) the Class M-6 Certificates, (xii) the Class M-7 Certificates, (xiii) the Class M-8 Certificates, (xiv) the Class M-9 Certificates, (xv) the Class B-1 Certificates, (xvi) the Class P Certificates, (xvii) the Class X-1 Certificates, (xviii) the Class X-2 Certificates, (xix) the Class X-S Certificates, (xx) the Class A-R Certificates and manufactured housing community mortgage loans (xxi) the "Mortgage Loans")Class A-RL Certificates. As provided herein, the Trustee shall elect or shall cause will make an election to be made to treat the Trust Fund segregated pool of assets consisting of the Mortgage Loans and certain other related assets subject to this Agreement (exclusive of the Class A-2FL Regular InterestPre-Funding Account, the Basis Risk Reserve Fund, Swap Contract, the Floating Rate Account, the Excess InterestCapitalized Interest Account, the Excess Supplemental Interest Distribution Account Trust and the proceeds thereofSubsequent Mortgage Loan Interest) as a real estate mortgage investment conduit (a “REMIC”) for federal income tax purposes, and such segregated pool of assets will be designated as “REMIC 1.” The Class A-RL Certificates will represent the sole class of “residual interests” in REMIC 1 for purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing REMIC Provisions (ias defined herein) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificatesfederal income tax law. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC 1 Pass-Tier Interests Through Rate and the Class LR Certificates:initial Uncertificated Principal Balance for each of the “regular interests” in REMIC 1 (the “REMIC 1 Regular Interests”). None of the REMIC 1 Regular Interests will be certificated. The latest possible maturity date (determined for purposes of satisfying Treasury regulation Section

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "“Certificates"”), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause will make, in accordance with Section 9.12, an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of the Class A-2FL Regular Interestas defined herein), the Swap Contractand subject to this Agreement, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a “REMIC”) for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part “REMIC I.” The REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates “regular interests” in REMIC I and the Class A-2FL Certificates, respectivelyR-I Certificates will be the sole class of “residual interests” in REMIC I for purposes of the REMIC Provisions (as defined herein) under the federal income tax law. LOWER-TIER A segregated pool of assets consisting of the REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated I Regular Interests will evidence "be designated as “REMIC II,” and the Trustee will make, in accordance with Section 9.12, a separate REMIC election with respect thereto. The REMIC II Regular Interests will be “regular interests" ” in REMIC II and the LowerClass R-Tier REMIC created hereunder. The II Certificates will be the sole Class of "“residual interests" ” in REMIC II for purposes of the Lower-Tier REMIC Provisions. A segregated pool of assets consisting of the REMIC II Regular Interests will be evidenced by designated as “REMIC III” and the REMIC Administrator will make a separate REMIC election with respect thereto. The REMIC III I-A, REMIC III II-A, REMIC III III-A, Class I-A-IO, Class II-A-IO, Class III-A-IO, Class IV-A, Class IV-A-IO, Class V-A, Class V-A-IO, Class M-1, Class M-2, Class M-3, Class B-1, Class B-2 and Class B-3 Certificates will be “regular interests” in REMIC III, and the Class LR CertificatesR-III Certificates will be the sole class of “residual interests” therein for purposes of the REMIC Provisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the Original Lowerdesignation, the REMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Amounts and per annum rates Balance and, for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for the REMIC I Regular Interests. The REMIC I Regular Interests will not be certificated. REMIC I Regular Interest Designation REMIC I Pass-Through Rate Initial Uncertificated LowerPrincipal Balance Latest Possible Maturity Date(1) I-Tier Interests and the Class LR Certificates:GRP Variable (2) $ 34,778.76 October 25, 2035 II-SUB Variable (2) $ 736.64 October 25, 2035 II-GRP Variable (2) $ 19,641.74 October 25, 2035 III-SUB Variable (2) $ 1,072.10 October 25, 2035 III-GRP Variable (2) $ 28,586.70 October 25, 2035 IV-SUB Variable (2) $ 933.99 October 25, 2035 IV-GRP Variable (2) $ 24,907.59 October 25, 2035 V-SUB Variable (2) $ 374.39 October 25, 2035 V-GRP Variable (2) $ 9,983.79 October 25, 2035 ZZZ Variable (2) $ 1,178,863,422.64 October 25, 2035 _________________

PRELIMINARY STATEMENT. The Depositor Seller intends to sell commercial the Mortgage Loans (as hereinafter identified) to the Purchaser on the terms and subject to the conditions set forth in this Agreement. The Purchaser intends to deposit the Mortgage Loans into a mortgage pool comprising the Trust Fund. The Trust Fund will be evidenced by a single series of mortgage pass-through certificates designated as ACE Securities Corp. Home Equity Loan Trust, Series 2006-CW1, Asset Backed Pass-Through Certificates (the “Certificates”). The Certificates will consist of nineteen classes of certificates. The Certificates will be issued pursuant to a Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2000-XX0, Xxxxx Backed Pass-Through Certificates, dated as of July 1, 2006 (the “Pooling and Servicing Agreement”), among the Purchaser as depositor, Wxxxx Fargo Bank, National Association as master servicer (the “Master Servicer”) and securities administrator (the “Securities Administrator”) and HSBC Bank USA, National Association as trustee (the “Trustee”). The Purchaser will sell the Class A-1 Certificates , Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates (collectively, the "“Class A Certificates"”), the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8 and Class M-9 Certificates (collectively, the “Public Mezzanine Certificates”) to be issued hereunder in multiple classes Deutsche Bank Securities Inc. (each, a "Class"“DBSI”), which pursuant to the Second Amended and Restated Underwriting Agreement, dated as of June 24, 1999, as amended and restated to and including January 25, 2006, between the Purchaser and DBSI, and the Terms Agreement, dated July19, 2006 (collectively, the “Underwriting Agreement”), between the Purchaser and DBSI. The Purchaser will sell the Class M-10 and M-11 Certificates to DBSI pursuant to the Purchase Agreement dated as of July 19, 2006 between Purchaser and DBSI. Capitalized terms used but not defined herein shall have the meanings set forth in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily Pooling and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause an election to be made to treat the Trust Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein)Servicing Agreement. The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated hereto agree as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and the Class LR Certificatesfollows:

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular Interest, Mortgage Loans but excluding the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Rounding Account and the proceeds thereofInitial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. Uncertificated REMIC I Initial Uncertificated Latest DESIGNATION Pass-Tier Through Rate Principal Balance Possible Maturity(1) REMIC I Regular Interest U 5.50% $20,000,000.00 June 25, 2033 REMIC I Regular Interest V 5.50% $20,069,748.44 June 25, 2033 REMIC I Regular Interest W 5.50% $265,601,000.00 June 25, 2033 REMIC I Regular Interest X AdjustableRate(2) $76,822,533.00 June 25, 2033 REMIC I Regular Interest Y Adjustable Rate(2) $27,935,467.00 June 25, 2033 REMIC I Regular Interest Z 0.00% $557,809.93 June 25, 2033 REMIC I IO Regular Interests and the Class LR Certificates:(2) (3) June 25, 2033 ___________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "“Certificates"”), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be Fund created hereunder. The Certificates will consist of twenty classes of certificates, designated as (i) the primary assets of which will be a pool of commercialClass I-A-1 Certificates, multifamily (ii) the Class II-A-1 Certificates, (iii) the Class II-A-2 Certificates, (iv) the Class II-A-3 Certificates, (v) the Class II-A-4 Certificates, (vi) the Class M-1 Certificates, (vii) the Class M-2 Certificates, (viii) the Class M-3 Certificates, (ix) the Class M-4 Certificates, (x) the Class M-5 Certificates, (xi) the Class M-6 Certificates, (xii) the Class M-7 Certificates, (xiii) the Class M-8 Certificates, (xiv) the Class M-9 Certificates, (xv) the Class M-10 Certificates, (xvi) the Class M-11 Certificate, (xvii) the Class C Certificates, (xviii) the Class P Certificates, (xvix) the Class R Certificates and manufactured housing community mortgage loans (xx) the "Mortgage Loans")Class R-X Certificates. As provided herein, the Trustee shall elect or shall cause an election to be made to treat the Trust Fund segregated pool of assets consisting of the Mortgage Loans and certain other related assets subject to this Agreement (exclusive of the Class A-2FL Regular Pre-Funding Accounts, any Subsequent Mortgage Loan Interest, the Swap ContractNet WAC Rate Carryover Reserve Account, any Servicer Prepayment Charge Payment Amounts, the Floating Rate Swap Account, the Excess Interest, the Excess Supplemental Interest Distribution Account Trust and the proceeds thereofInterest Rate Swap Agreement) as a REMIC for federal income tax purposes, and such segregated pool of assets shall be designated as “REMIC 1.” The Class R-1 Interest shall represent the sole class of “residual interests” in REMIC 1 for purposes of the REMIC Provisions (as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described defined herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC 1 Pass-Tier Through Rate, the initial Uncertificated Principal Balance and, for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for each of the REMIC 1 Regular Interests and (as defined herein). None of the Class LR Certificates:REMIC 1 Regular Interests shall be certificated. Designation Uncertificated REMIC 1 Pass-Through Rate Initial Uncertificated Principal Balance Latest Possible Maturity Date(1) LT1 Variable(2) $ 509,694,907.11 February 2037 LT1PF Variable(2) $ 185,365,645.51 February 2037 LT2 Variable(2) $ 590,304,841.03 February 2037 LT2PF Variable(2) $ 214,634,606.35 February 2037 ________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates")certificates, to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the a trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Trust Mortgage Loans"). As provided herein, the Trustee shall will elect or shall cause an election to be made to treat the segregated pool of assets consisting of all of the Trust Fund Mortgage Loans (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate AccountBroker Strip, the Excess Servicing Strip and that portion of the interest payments on the Trust Mortgage Loans that constitutes Additional Interest, the Excess Interest Distribution Account ) and the proceeds thereof) certain other related assets subject to this Agreement as a REMIC for federal income tax purposes purposes, and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the REMIC I"Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part R-I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions under federal income tax law. For federal income tax purposes, each REMIC I Regular Interest will be evidenced by designated as a separate "regular interest" in REMIC I for purposes of the REMIC Provisions under federal income tax law. None of the REMIC I Regular Interests will be certificated. As provided herein, the Trustee will elect to treat the segregated pool of assets consisting of all of the REMIC I Regular Interests as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as "REMIC II". The Class R-II Certificates will evidence the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions under federal income tax law. For federal income tax purposes, each Class of the Regular Certificates (or, in the case of the Class LR X Certificates, each Class X Component thereof), the Class A-2FL REMIC II Regular Interest and the Class A-4L REMIC II Regular Interest, will be designated as a separate "regular interest" in REMIC II for purposes of the REMIC Provisions under federal income tax law. The following table sets forth forth: (i) the class designation of each Class of Sequential Pay Certificates; (ii) the Original LowerClass Principal Balance for each Class of Sequential Pay Certificates; (iii) the corresponding REMIC I Regular Interest (the "Corresponding REMIC I Regular Interest") for each Class of Sequential Pay Certificates; and (iv) the initial REMIC I Principal Balance of each such Corresponding REMIC I Regular Interest. Corresponding Class Original Class REMIC I Initial REMIC I Designation Principal Balance Regular Interest Principal Balance -------------- ----------------- ---------------- ----------------- Class A-1 $ 98,700,000 LA-1 $ 98,700,000 Class A-1D $ 75,000,000 LA-1D $ 75,000,000 Class A-2 $ 96,600,000 LA-2 $ 96,600,000 Class A-2FL(1) $ 100,000,000 LA-2FL $ 100,000,000 Corresponding Class Original Class REMIC I Initial REMIC I Designation Principal Balance Regular Interest Principal Balance -------------- ----------------- ---------------- ----------------- Class A-3 $ 44,677,000 LA-3 $ 44,677,000 Class A-4FL(2) $ 300,000,000 LA-4FL $ 300,000,000 Class A-5 $ 50,000,000 LA-5 $ 50,000,000 Class A-Tier Principal Amounts and per annum rates of interest for the Uncertificated LowerSB $ 176,000,000 LA-Tier Interests and the SB $ 176,000,000 Class LR Certificates:A-6 $1,069,709,000 LA-6 $1,069,709,000 Class A-1A $ 140,930,000 LA-1A $ 140,930,000 Class AM $ 307,374,000 XXX $ 307,374,000 Class AJ $ 234,372,000 LAJ $ 234,372,000 Class B $ 53,791,000 LB $ 53,791,000 Class C $ 26,895,000 LC $ 26,895,000 Class D $ 53,790,000 LD $ 53,790,000 Class E $ 30,738,000 LE $ 30,738,000 Class F $ 53,790,000 LF $ 53,790,000 Class G $ 30,738,000 LG $ 30,738,000 Class H $ 34,579,000 LH $ 34,579,000 Class J $ 7,685,000 LJ $ 7,685,000 Class K $ 11,526,000 LK $ 11,526,000 Class L $ 11,527,000 LL $ 11,527,000 Class M $ 3,842,000 LM $ 3,842,000 Class N $ 7,684,000 LN $ 7,684,000 Class P $ 11,527,000 LP $ 11,527,000 Class Q $ 42,275,461 LQ $ 42,275,461

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "“Certificates"”), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be Fund created hereunder. The Certificates will consist of nineteen classes of certificates, designated as (i) the primary assets of which will be a pool of commercialClass I-A-1 Certificates, multifamily (ii) the Class II-A-1 Certificates, (iii) the Class II-A-2 Certificates, (iv) Class II-A-3 Certificates, (v) the Class II-A-4 Certificates, (vi) the Class M-1 Certificates (vii) the Class M-2 Certificates, (viii) the Class M-3 Certificates, (ix) the Class M-4 Certificates, (x) the Class M-5 Certificates, (xi) the Class M-6 Certificates, (xii) the Class M-7 Certificates, (xiii) the Class M-8 Certificates, (xiv) the Class M-9 Certificates, (xv) the Class M-10 Certificates, (xvi) the Class C Certificates, (xvii) the Class P Certificates, (xviii) the Class R Certificates and manufactured housing community mortgage loans (xix) the "Mortgage Loans")Class R-X Certificates. As provided herein, the Trustee shall elect or shall cause an election to be made to treat the Trust Fund segregated pool of assets consisting of the Mortgage Loans and certain other related assets subject to this Agreement (exclusive of the Class A-2FL Regular Pre-Funding Accounts, the Interest Coverage Accounts, any Subsequent Mortgage Loan Interest, the Swap Contract, the Floating Net WAC Rate Carryover Reserve Account, the Excess InterestCap Allocation Agreement, the Excess Cap Account, the Interest Distribution Account Rate Swap Agreement, the Swap Acount, the Supplemental Interest Trust, any Servicer Prepayment Charge Payment Amounts, the Basis Risk Cap Agreement and the proceeds thereofInterest Rate Cap Contract) as a REMIC for federal income tax purposes, and such segregated pool of assets shall be designated as “REMIC 1.” The Class R-1 Interest shall represent the sole class of “residual interests” in REMIC 1 for purposes of the REMIC Provisions (as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described defined herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC 1 Pass-Tier Through Rate, the initial Uncertificated Principal Balance and, for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for each of the REMIC 1 Regular Interests and (as defined herein). None of the Class LR Certificates:REMIC 1 Regular Interests shall be certificated. Designation Uncertificated REMIC 1 Pass-Through Rate Initial Uncertificated Principal Balance Latest Possible Maturity Date(1) I-LT1 Variable(2 ) $ 444,210,719.25 February 25, 2037 I-LT1PF Variable(2 ) $ 229,839,482.91 February 25, 2000 X-XX0 Variable(2 ) $ 618,617,188.27 February 25, 2037 I-LT2PF Variable(2 ) $ 337,068,542.52 February 25, 2000 X-XXX Variable(2 ) $ 100.00 February 25, 2037 ________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause will make, in accordance with Section 9.12, an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of the Class A-2FL Regular Interestas defined herein), the Swap Contractand subject to this Agreement, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein) under the federal income tax law. A segregated pool of assets consisting of the REMIC I Regular Interests will be evidenced by designated as "REMIC II" and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A, Class II-A-1, Class II-A-2, Class III-A, Class M-1, Class M-2, Class M-3, Class B-1, Class B-2 and Class B-3 Certificates will be "regular interests" in REMIC II, and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the Original Lowerdesignation, the REMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Amounts and per annum rates Balance and, for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for the Uncertificated Lower-Tier REMIC I Regular Interests. The REMIC I Regular Interests and the Class LR Certificates:will not be certificated.

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "“Certificates"”), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be Fund created hereunder. The Certificates will consist of sixteen classes of certificates, designated as (i) the primary assets of which will be a pool of commercialClass A1-A Certificates, multifamily (ii) the Class A1-B Certificates, (iii) the Class A1-C Certificates, (iv) the Class AM Certificates, (v) the Class M-1 Certificates, (vi) the Class M-2 Certificates, (vii) the Class M-3 Certificates, (viii) the Class M-4 Certificates, (ix) the Class M-5 Certificates, (x) the Class M-6 Certificates, (xi) the Class M-7 Certificates, (xii) the Class M-8 Certificates, (xiii) the Class B Certificates, (xiv) the Class C Certificates, (xv) the Class P Certificates and manufactured housing community mortgage loans (xvi) the "Mortgage Loans")Class R Certificates. As provided herein, the Trustee shall will elect or shall cause an election to be made to treat the Trust Fund (exclusive segregated pool of assets consisting of the Class A-2FL Regular InterestMortgage Loans and certain other related assets (other than the Net WAC Shortfall Reserve Fund, any Master Servicer Prepayment Charge Payment Amounts, the Swap Contract, the Floating Rate Pre-Funding Account, the Excess InterestInterest Coverage Account, the Excess Class M Interest Distribution Reserve Fund and, for the avoidance of doubt, the Supplemental Interest Trust, the Derivative Account, the Cap Contracts, the Collateral Account and the proceeds thereofInterest Rate Swap Agreement) subject to this Agreement as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as “REMIC 1.” The Class R-1 Interest will be the sole class of Residual Interests in REMIC 1 for purposes of the REMIC Provisions (as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described defined herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC 1 Pass-Tier Through Rate, the initial Uncertificated Principal Balance and, for purposes of satisfying Treasury Regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for each of the REMIC 1 Regular Interests and (as defined herein). None of the Class LR Certificates:REMIC 1 Regular Interests will be certificated. Designation Uncertificated REMIC 1 Pass-Through Rate Initial Uncertificated Principal Balance Latest Possible Maturity Date (1) 1-1-A Variable(2) $ 1,291,504.09 September 25, 2037 1-1-B Variable(2) $ 1,291,504.09 September 25, 2037 1-2-A Variable(2) $ 2,392,637.16 September 25, 2037 1-2-B Variable(2) $ 2,392,637.16 September 25, 2037 1-3-A Variable(2) $ 3,515,987.98 September 25, 2037 1-3-B Variable(2) $ 3,515,987.98 September 25, 2037 1-4-A Variable(2) $ 4,652,077.16 September 25, 2037 1-4-B Variable(2) $ 4,652,077.16 September 25, 2037 1-5-A Variable(2) $ 5,790,398.31 September 25, 2037 1-5-B Variable(2) $ 5,790,398.31 September 25, 2037 1-6-A Variable(2) $ 6,916,224.67 September 25, 2037 Designation Uncertificated REMIC 1 Pass-Through Rate Initial Uncertificated Principal Balance Latest Possible Maturity Date (1) 1-6-B Variable(2) $ 6,916,224.67 September 25, 2037 1-7-A Variable(2) $ 8,020,326.33 September 25, 2037 1-7-B Variable(2) $ 8,020,326.33 September 25, 2037 1-8-A Variable(2) $ 9,083,173.44 September 25, 2037 1-8-B Variable(2) $ 9,083,173.44 September 25, 2037 1-9-A Variable(2) $ 10,058,672.05 September 25, 2037 1-9-B Variable(2) $ 10,058,672.05 September 25, 2037 1-10-A Variable(2) $ 10,765,542.83 September 25, 2037 1-10-B Variable(2) $ 10,765,542.83 September 25, 2037 1-11-A Variable(2) $ 11,463,933.03 September 25, 2037 1-11-B Variable(2) $ 11,463,933.03 September 25, 2037 1-12-A Variable(2) $ 11,644,488.25 September 25, 2037 1-12-B Variable(2) $ 11,644,488.25 September 25, 2037 1-13-A Variable(2) $ 11,067,336.89 September 25, 2037 1-13-B Variable(2) $ 11,067,336.89 September 25, 2037 1-14-A Variable(2) $ 10,518,483.57 September 25, 2037 1-14-B Variable(2) $ 10,518,483.57 September 25, 2037 1-15-A Variable(2) $ 9,996,426.10 September 25, 2037 1-15-B Variable(2) $ 9,996,426.10 September 25, 2037 1-16-A Variable(2) $ 9,499,998.27 September 25, 2037 1-16-B Variable(2) $ 9,499,998.27 September 25, 2037 1-17-A Variable(2) $ 9,027,876.59 September 25, 2037 1-17-B Variable(2) $ 9,027,876.59 September 25, 2037 1-18-A Variable(2) $ 8,578,837.10 September 25, 2037 1-18-B Variable(2) $ 8,578,837.10 September 25, 2037 1-19-A Variable(2) $ 8,151,847.46 September 25, 2037 1-19-B Variable(2) $ 8,151,847.46 September 25, 2037 1-20-A Variable(2) $ 7,798,892.21 September 25, 2037 1-20-B Variable(2) $ 7,798,892.21 September 25, 2037 1-21-A Variable(2) $ 7,396,029.40 September 25, 2037 1-21-B Variable(2) $ 7,396,029.40 September 25, 2037 1-22-A Variable(2) $ 7,016,763.42 September 25, 2037 1-22-B Variable(2) $ 7,016,763.42 September 25, 2037 1-23-A Variable(2) $ 6,425,008.72 September 25, 2037 1-23-B Variable(2) $ 6,425,008.72 September 25, 2037 1-24-A Variable(2) $ 3,611,587.50 September 25, 2037 1-24-B Variable(2) $ 3,611,587.50 September 25, 2037 1-25-A Variable(2) $ 3,502,440.00 September 25, 2037 1-25-B Variable(2) $ 3,502,440.00 September 25, 2037 1-26-A Variable(2) $ 3,396,127.50 September 25, 2037 1-26-B Variable(2) $ 3,396,127.50 September 25, 2037 1-27-A Variable(2) $ 3,293,460.00 September 25, 2037 1-27-B Variable(2) $ 3,293,460.00 September 25, 2037 Designation Uncertificated REMIC 1 Pass-Through Rate Initial Uncertificated Principal Balance Latest Possible Maturity Date (1) 1-28-A Variable(2) $ 3,193,627.50 September 25, 2037 1-28-B Variable(2) $ 3,193,627.50 September 25, 2037 1-29-A Variable(2) $ 3,096,832.50 September 25, 2037 1-29-B Variable(2) $ 3,096,832.50 September 25, 2037 1-30-A Variable(2) $ 3,003,075.00 September 25, 2037 1-30-B Variable(2) $ 3,003,075.00 September 25, 2037 1-31-A Variable(2) $ 2,911,950.00 September 25, 2037 1-31-B Variable(2) $ 2,911,950.00 September 25, 2037 1-32-A Variable(2) $ 2,823,862.50 September 25, 2037 1-32-B Variable(2) $ 2,823,862.50 September 25, 2037 1-33-A Variable(2) $ 2,738,205.00 September 25, 2037 1-33-B Variable(2) $ 2,738,205.00 September 25, 2037 1-34-A Variable(2) $ 2,654,977.50 September 25, 2037 1-34-B Variable(2) $ 2,654,977.50 September 25, 2037 1-35-A Variable(2) $ 2,574,585.00 September 25, 2037 1-35-B Variable(2) $ 2,574,585.00 September 25, 2037 1-36-A Variable(2) $ 20,079,787.50 September 25, 2037 1-36-B Variable(2) $ 20,079,787.50 September 25, 2037 1-37-A Variable(2) $ 1,882,755.00 September 25, 2037 1-37-B Variable(2) $ 1,882,755.00 September 25, 2037 1-38-A Variable(2) $ 1,825,582.50 September 25, 2037 1-38-B Variable(2) $ 1,825,582.50 September 25, 2037 1-39-A Variable(2) $ 1,770,300.00 September 25, 2037 1-39-B Variable(2) $ 1,770,300.00 September 25, 2037 1-40-A Variable(2) $ 1,716,435.00 September 25, 2037 1-40-B Variable(2) $ 1,716,435.00 September 25, 2037 1-41-A Variable(2) $ 1,664,460.00 September 25, 2037 1-41-B Variable(2) $ 1,664,460.00 September 25, 2037 1-42-A Variable(2) $ 1,613,745.00 September 25, 2037 1-42-B Variable(2) $ 1,613,745.00 September 25, 2037 1-43-A Variable(2) $ 1,564,762.50 September 25, 2037 1-43-B Variable(2) $ 1,564,762.50 September 25, 2037 1-44-A Variable(2) $ 1,517,355.00 September 25, 2037 1-44-B Variable(2) $ 1,517,355.00 September 25, 2037 1-45-A Variable(2) $ 1,471,050.00 September 25, 2037 1-45-B Variable(2) $ 1,471,050.00 September 25, 2037 1-46-A Variable(2) $ 1,426,477.50 September 25, 2037 1-46-B Variable(2) $ 1,426,477.50 September 25, 2037 1-47-A Variable(2) $ 1,383,007.50 September 25, 2037 1-47-B Variable(2) $ 1,383,007.50 September 25, 2037 1-48-A Variable(2) $ 1,341,112.50 September 25, 2037 1-48-B Variable(2) $ 1,341,112.50 September 25, 2037 1-49-A Variable(2) $ 1,300,162.50 September 25, 2037 Designation Uncertificated REMIC 1 Pass-Through Rate Initial Uncertificated Principal Balance Latest Possible Maturity Date (1) 1-49-B Variable(2) $ 1,300,162.50 September 25, 2037 1-50-A Variable(2) $ 1,260,630.00 September 25, 2037 1-50-B Variable(2) $ 1,260,630.00 September 25, 2037 1-51-A Variable(2) $ 1,222,357.50 September 25, 2037 1-51-B Variable(2) $ 1,222,357.50 September 25, 2037 1-52-A Variable(2) $ 1,185,030.00 September 25, 2037 1-52-B Variable(2) $ 1,185,030.00 September 25, 2037 1-53-A Variable(2) $ 1,148,962.50 September 25, 2037 1-53-B Variable(2) $ 1,148,962.50 September 25, 2037 1-54-A Variable(2) $ 1,113,997.50 September 25, 2037 1-54-B Variable(2) $ 1,113,997.50 September 25, 2037 1-55-A Variable(2) $ 1,080,135.00 September 25, 2037 1-55-B Variable(2) $ 1,080,135.00 September 25, 2037 1-56-A Variable(2) $ 1,047,217.50 September 25, 2037 1-56-B Variable(2) $ 1,047,217.50 September 25, 2037 1-57-A Variable(2) $ 1,015,245.00 September 25, 2037 1-57-B Variable(2) $ 1,015,245.00 September 25, 2037 1-58-A Variable(2) $ 984,375.00 September 25, 2037 1-58-B Variable(2) $ 984,375.00 September 25, 2037 1-59-A Variable(2) $ 954,292.50 September 25, 2037 1-59-B Variable(2) $ 954,292.50 September 25, 2037 1-60-A Variable(2) $ 30,051,630.00 September 25, 2037 1-60-B Variable(2) $ 30,051,630.00 September 25, 2037 P Variable(2) $ 100.00 September 25, 2037 OC Variable(2) $ 196,613,419.09 September 25, 2037 ________________________

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust entire segregated pool of assets described in the definition of REMIC I (as defined herein), and subject to this Agreement (including the Mortgage Loans but excluding the Reserve Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofInitial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-3A Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-12 Certificates, Class A-13 Certificates, Class A-14 Certificates, Class A-15 Certificates, Class A-16 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. UNCERTIFICATED INITIAL UNCERTIFICATED LATEST -REMIC-Tier I-PASS PRINCIPAL-BALANCE POSSIBLE-MATURITY(1) DESIGNATION THROUGH RATE ----------------------------------------------------------------------------- REMIC I Regular Interest 6.50% $ 248,492,451.40 May 25, 2032 U REMIC I Regular Interest 6.50% $ 26,178,000.00 May 25, 2032 V REMIC I Regular Interest 6.00% $ 109,820,645.00 May 25, 2032 W REMIC I Regular Interest 8.50% $ 12,500,000.00 May 25, 2032 X REMIC I Regular Interest 8.50% $ 14,955,161.00 May 25, 2032 Y REMIC I Regular Interest 0.00% $ 1,231,617.98 May 25, 2032 Z REMIC I Variable (2) N/A(3) May 25, 2032 IO Regular Interests and the Class LR Certificates:___________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates")certificates, to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the a trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Trust Mortgage Loans"). As provided herein, the Trustee shall Certificate Administrator will elect or shall cause an election to be made to treat the segregated pool of assets consisting of all of the Trust Fund Mortgage Loans (exclusive that portion of the Class A-2FL Regular interest payments on the Trust Mortgage Loans that constitutes Additional Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account ) and the proceeds thereof) certain other related assets subject to this Agreement as a REMIC for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofpurposes, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof such segregated pool of assets will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER "REMIC I." The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx XR-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests I Certificates will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions under federal income tax law. For federal income tax purposes, each REMIC I Regular Interest will be evidenced by designated as a separate "regular interest" in REMIC I for purposes of the REMIC Provisions under federal income tax law. None of the REMIC I Regular Interests will be certificated. As provided herein, the Certificate Administrator will elect or cause an election to be made to treat the segregated pool of assets consisting of all of the REMIC I Regular Interests as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as "REMIC II." The Class R-II Certificates will evidence the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions under federal income tax law. For federal income tax purposes, each Class of the Regular Certificates, the Class LR CertificatesA-3FL REMIC II Regular Interest and the Class A-4FC REMIC II Regular Interest will be designated as a separate "regular interest" in REMIC II for purposes of the REMIC Provisions under federal income tax law. The following table sets forth forth: (i) the class designation of each Class of Sequential Pay Certificates; (ii) the Original Lower-Tier Class Principal Amounts Balance for each Class of Sequential Pay Certificates (in the case of the Class A-3FL and per annum rates of interest for Class A-4FC Certificates, the Uncertificated Lower-Tier Interests Class A-3FL REMIC II Regular Interest and the Class LR Certificates:A-4FC REMIC II Regular Interest, respectively); (iii) the corresponding REMIC I Regular Interest (the "Corresponding REMIC I Regular Interest") for each such Class of Sequential Pay Certificates or the Class A-3FL REMIC II Regular Interest or Class A-4FC REMIC II Regular Interest; and (iv) the initial REMIC I Principal Balance of each such Corresponding REMIC I Regular Interest. Class of Original Class Corresponding Sequential Pay Principal REMIC I Initial REMIC I Certificates Balance Regular Interest(s) Principal Balance ------------ ------- ------------------- ----------------- Class A-1 $51,000,000 LA-1 $51,000,000 Class A-2 $104,847,000 LA-2 $104,847,000 Class A-3 $43,000,000 LA-3 $43,000,000 Class A-3FL(1) $119,667,000 LA-3FL $119,667,000 Class A-1A $225,100,000 LA-1A $225,100,000 Class A-SB $88,067,000 LA-SB $88,067,000 Class A-4 $425,698,000 LA-4 $425,698,000 Class A-4FC(2) $25,000,000 LA-4FC $25,000,000 Class AM $154,625,000 LAM $154,625,000 Class AJ $94,708,000 LAJ $94,708,000 Class B $32,858,000 LB $32,858,000 Class C $15,463,000 LC $15,463,000 Class D $28,992,000 LD $28,992,000 Class E $15,463,000 LE $15,463,000 Class F $25,126,000 LF $25,126,000 Class G $19,329,000 LG $19,329,000 Class H $21,261,000 LH $21,261,000 Class J $7,731,000 LJ $7,731,000 Class K $5,798,000 LK $5,798,000 Class L $5,799,000 LL $5,799,000 Class M $5,798,000 LM $5,798,000 Class N $5,799,000 LN $5,799,000 Class P $3,865,000 LP $3,865,000 Class Q $21,261,942 LQ $21,261,942

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the entire segregated pool of assets described in the definition of Trust Fund Fund, and subject to this Agreement (exclusive of including the Class A-2FL Regular InterestMortgage Loans but excluding the Yield Maintenance Agreements and any payments thereunder, the Swap Contractrelated Reserve Fund and any payments therefrom, the Floating Rate AccountInitial Monthly Payment Fund and the Grantor Trust, the Excess Interest, the Excess Interest Distribution Grantor Trust Account and the proceeds thereof) for federal income tax purposes any assets held therein), as two separate real estate mortgage investment conduits (each a "REMIC") for federal income tax purposes. A segregated pool of assets consisting of the Group I Loans, the Group II Loans and the related assets described in the definition of Trust Fund (other than the Initial Monthly Payment Fund) will be designated as "Upper-Tier REMICREMIC I," and the "Lower-Tier REMIC" as described herein)REMIC Administrator will make a separate REMIC election with respect thereto. The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof I Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A-7, Class I-A-8, Class I-A-10, Class I-A-11, Class I-A-15, Class I-A-18, Class I-A-V, Class I-A-P, Class II-A-3, Class II-A-6, Class II-A-11, Class II-A-15, Class II-A-V, Class II-A-P, Class I-M-1 Certificates, Class I-M-2 Certificates, Class I-M-3 Certificates, Class II-M-1 Certificates, Class II-M-2 Certificates, Class II-M-3 Certificates, Class I-B-1 Certificates, Class I-B-2 Certificates, Class I-B-3 Certificates, Class II-B-1 Certificates, Class II-B-2 Certificates, Class II-B-3 Certificates, the Grantor Trust Uncertificated REMIC II Regular Interests and the Uncertificated REMIC II Regular Interests Z will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class I-A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated REMIC II Regular Interests Z1 and the Class II-A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated REMIC II Regular Interests Z2. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table sets forth the Original Lowerdesignation, type, Pass-Tier Through Rate, aggregate Initial Certificate Principal Amounts Balance, Maturity Date, initial ratings and per annum rates certain features for each Class of interest for Certificates comprising the Uncertificated Lowerinterests in the Trust Fund created hereunder. Aggregate Initial Pass-Tier Interests and the Through Certificate Maturity Minimum Designation Rate Principal Balance Features(1) Date Moody/S&P/Fitch Denominatixxx(0) Class LR Certificates:I-A-1 6.00% $115,824,000 Senior/PAC/Exchanged/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class I-A-2 6.00% $100,170,000 Senior/PAC/Exchangeable/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class I-A-3 6.00% $70,000,000 Senior/PAC/Exchanged/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Super Senior/Lockout/ Class I-A-4 6.00% $69,738,000 Exchangeable/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class I-A-5 6.00% $22,000,000 Senior/PAC/Exchanged/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class I-A-6(3) Variable $67,500,000 Floater/Accretion Directed/ June 2037 $100,000.00 Exchangeable/Adjustable Rate NA/AAA/AAA Class I-A-7 6.00% Senior/Accrual/Accretion June 2037 $1000.00 $1,000 Directed/Companion/Fixed Rate NA/AAA/AAA Class I-A-8 6.00% Senior/Accrual/ June 2037 $1000.00 $1,000 Companion/Fixed Rate NA/AAA/AAA Class I-A-9 6.00% $15,654,000 Senior/PAC/Exchangeable/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class I-A-10 6.00% $43,184,000 Senior/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class I-A-11 6.00% $59,285,000 Senior/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class I-A-12 6.00% $23,824,000 Senior/PAC/Exchanged/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class I-A-13 Variable Notional Senior/Inverse Floater/Interest June 2037 $1,000,000.00 Only/Exchangeable/Adjustable Rate Aaa/AAA/AAA Class I-A-14 6.00% $72,456,000 Senior/Lockout/ June 2037 $100,000.00 Exchanged/Fixed Rate Aaa/AAA/AAA Class I-A-15 6.00% $14,555,000 Senior/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class I-A-16 6.00% $96,413,000 Super Senior/PAC/ June 2037 $100,000.00 Exchanged/Fixed Rate NA/AAA/AAA Class I-A-17(4) Variable Super Senior/TAC/Floater/ June 2037 $100,000.00 $67,500,000 Exchanged/Adjustable Rate Aaa/AAA/AAA Class I-A-18 6.00% $2,631,000 Senior Support/Lockout/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class I-A-19 6.00% Senior Support/Lockout/ June 2037 Aaa/AAA/AAA $100,000.00 $2,718,000 Exchangeable/Fixed Rate Class I-A-20 6.00% Senior Support/PAC/ June 2037 NA/AAA/AAA $100,000.00 $3,757,000 Exchanged/Fixed Rate Class II-A-1 6.00% $60,000,000 Senior/Exchangeable/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class II-A-2 6.00% Senior/Lockout/ June 2037 $100,000.00 $52,190,000 Exchanged/Fixed Rate Aaa/AAA/AAA Class II-A-3 6.00% $11,225,000 Senior/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class II-A-4 6.00% Super Senior/Lockout/ June 2037 Aaa/AAA/AAA $100,000.00 $50,233,000 Exchangeable/Fixed Rate Class II-A-5(5) Variable Super Senior/Floater/ June 2037 $100,000.00 $95,000,000 Exchangeable/Adjustable Rate Aaa/AAA/AAA Class II-A-6 6.00% $38,889,000 Senior/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class II-A-7 Variable Senior/Inverse Floater/Interest June 2037 $1,000,000.00 Notional Only/Exchangeable/Adjustable Rate Aaa/AAA/AAA Class II-A-8 6.00% $44,211,000 Senior/Exchanged/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class II-A-9 6.00% $15,789,000 Senior/Exchanged/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class II-A-10(6) Variable Senior/Floater/ June 2037 $100,000.00 $95,000,000 Exchanged/Adjustable Rate Aaa/AAA/AAA Class II-A-11 6.00% $35,000,000 Senior/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class II-A-12 6.00% $57,750,000 Super Senior/Exchanged/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class II-A-13 6.00% $2,250,000 Senior Support/Exchanged/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class II-A-14 6.00% $1,957,000 Senior Support/Lockout/ June 2037 NA/AAA/AAA $100,000.00 Exchangeable/Fixed Rate Class II-A-15 6.00% $7,838,000 Senior Support/Lockout/Fixed Rate June 2037 NA/AAA/AAA $100,000.00 Class I-A-P 0.00% $2,885,993 Senior/Principal Only June 2037 NA/AAA/AAA $1,000,00.00 Class I-A-V Variable Senior/Interest Only/Variable Rate June 2037 $2,000,000.00 Rate Notional NA/AAA/AAA Class II-A-P 0.00% $2,684,791 Senior/Principal Only June 2037 NA/AAA/AAA $100,000.00 Class II-A-V Variable Senior/Interest Only/Variable Rate June 2037 $2,000,000.00 Rate Notional NA/AAA/AAA Class R-I 6.00% $100 Senior/Residual/Fixed Rate June 2037 NA/AAA/AAA (7) Class R-II 6.00% $100 Senior/Residual/Fixed Rate June 2037 NA/AAA/AAA (9) Class I-M-1 6.00% $6,879,000 Mezzanine/Fixed Rate June 2037 NA/NA/AA $100,000.00 Class I-M-2 6.00% $2,948,000 Mezzanine/Fixed Rate June 2037 NA/NA/A $250,000.00 Class I-M-3 6.00% $1,769,000 Mezzanine/Fixed Rate June 2037 NA/NA/BBB $250,000.00 Class II-M-1 6.00% $5,506,000 Mezzanine/Fixed Rate June 2037 NA/NA/AA $100,000.00 Class II-M-2 6.00% $2,360,000 Mezzanine/Fixed Rate June 2037 NA/NA/A $250,000.00 Class II-M-3 6.00% $1,416,000 Mezzanine/Fixed Rate June 2037 NA/NA/BBB $250,000.00 Class I-B-1 6.00% $1,179,000 Subordinate/Fixed Rate June 2037 NA/NA/BB $250,000.00 Class I-B-2 6.00% $983,000 Subordinate/Fixed Rate June 2037 NA/NA/B $250,000.00 Class I-B-3 6.00% $982,759 Subordinate/Fixed Rate June 2037 NA/NA/NA $250,000.00 Class II-B-1 6.00% $944,000 Subordinate/Fixed Rate June 2037 NA/NA/BB $250,000.00 Class II-B-2 6.00% $787,000 Subordinate/Fixed Rate June 2037 NA/B $250,000.00 Class II-B-3 6.00% $787,003 Subordinate/Fixed Rate June 2037 NA/NA/NA $250,000.00

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates")certificates, to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which as defined below). The Mortgage Loans will be a pool serviced pursuant to the terms hereof. The Depositor hereby assigns to the Trustee, acting on behalf of commercialthe Certificateholders, multifamily its interests and manufactured housing community mortgage loans (rights in the "Mortgage Loans"). As provided herein, the Trustee shall will elect or shall cause an election that the segregated pool of assets subject to be made to treat the Trust Fund this Agreement (exclusive of the Class A-2FL Regular Interestincluding, without limitation, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofMortgage Loans) be treated for federal income tax purposes as two separate a real estate mortgage investment conduits conduit ("a REMIC") and such segregated pool of assets will be designated as "REMIC I." One hundred and seven partial undivided beneficial ownership interests in each of the Mortgage Loans (the "Upper-Tier REMIC" and the REMIC I Uncertificated Classes"Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I, for purposes of the Lower-Tier REMIC Provisions (as defined herein) under federal income tax law. A segregated pool of assets consisting of the REMIC I Uncertificated Classes will be evidenced by designated as "REMIC II" and the Trustee will make a separate REMIC election with respect thereto. Ten partial undivided beneficial ownership interests in REMIC II (the "REMIC II Uncertificated Classes") will be designated as the "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" in REMIC II, for purposes of the REMIC Provisions under federal income tax laws. A segregated pool of assets consisting of the REMIC II Uncertificated Classes will be designated as "REMIC III" and the Trustee will make a separate REMIC election with respect thereto. The Class A1, Class A2, Class A3, Class B, Class C, Class D, Class E, Class F, Class G and Class NR Certificates and each of the Class X Components will be designated as the "regular interests" in REMIC III, and the Class R-III Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions under federal income tax law. The following table sets forth the designation, Pass-Through Rate and Original LowerClass Balance for each Class of Certificates comprising the interests in the Trust Fund created hereunder. Class Original Designation Pass-Tier Principal Amounts and per annum rates of interest for the Uncertificated LowerThrough Rate Class Balance ------------------------------------------------------------------- Class A1 6.939% $40,000,000 Class A2 7.323% $100,124,000 Class A3 7.535% $138,659,000 Class B (1) $24,419,000 Class C (2) $22,384,000 Class D (3) $20,349,000 Class E (4) $6,104,000 Class X (5)(6) $0 Class F 7.38% $26,454,000 Class G 7.38% $16,279,000 Class NR 7.38% $12,213,353 Class R-Tier Interests and the I NA NA Class LR Certificates:R-II NA NA Class R-III NA NA

PRELIMINARY STATEMENT. On June 26, 2006 the Depositor formed Zuni Mortgage Loan Trust 2006-OA1, as a Delaware statutory trust (the “Trust”) pursuant to (i) the Trust Agreement, dated as of June 26, 2006 (the “Original Trust Agreement”), among the Depositor, the Trustee and the Delaware Trustee and (ii) a Certificate of Trust filed with the Secretary of State of the State of Delaware on June 26, 2006. The parties to this Agreement desire to amend and restate the Original Trust Agreement in its entirety, and, as evidenced by their signatures hereto, the Original Trust Agreement is hereby amended, restated and replaced in its entirety as of the date first written above by this Agreement. Through this Agreement, the Depositor intends to cause the issuance and sale of the Trust’s Mortgage Pass-Through Certificates, Series 2006-OA1 (the “Certificates”) representing in the aggregate the entire beneficial ownership of the Trust, the primary assets of which are the Mortgage Loans (as defined below). On or prior to the Closing Date, the Depositor acquired the Mortgage Loans from the Seller. On the Closing Date, the Depositor will sell the Mortgage Loans and certain other property to the Trust and receive in consideration therefor Certificates evidencing the entire beneficial ownership of the Trust. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Trust. The Certificates will consist of eleven classes of certificates, designated as (i) the "Trust Fund"Class A-1 Certificates, (ii) to be created hereunderthe Class X Certificates, (iii) the primary assets of which will be a pool of commercialClass PO Certificates, multifamily (iv) the Class A-R Certificate, (v) the Class B-1 Certificates, (vi) the Class B-2 Certificates, (vii) the Class B-3 Certificates, (viii) the Class B-4 Certificates, (ix) the Class B-5 Certificates, (x) the Class B-6 Certificates and manufactured housing community mortgage loans (xi) the "Mortgage Loans")Class I Certificates. As provided herein, the Trustee shall elect or shall cause an election to shall be made to treat that the Trust Fund (exclusive of the Class A-2FL Regular InterestYield Maintenance Agreement, the Swap Contract, the Floating Rate Yield Maintenance Account, the Excess InterestAuction Swap Agreement, the Excess Interest Distribution Account Final Maturity Reserve Trust and the proceeds thereofFinal Maturity Reserve Account (the “Excluded Trust Property”)) be treated for federal income tax purposes as comprising two separate real estate mortgage investment conduits (each, a “REMIC” or, in the "alternative, the “Lower-Tier REMIC” and the “Upper-Tier REMIC" and ”). Each Regular Certificate shall represent ownership of a regular interest in the "LowerUpper-Tier REMIC" , as described herein). The parties intend that Regular Certificates also represent the portion right to receive payments in respect of the Trust Fund representing (i) the Excess InterestFinal Maturity Reserve Account. In addition, the Excess Interest Distribution Class A-1 Certificates represent the right to receive payments from the Yield Maintenance Account as provided in Section 5.09. The owners of the Class I Certificates beneficially own the Final Maturity Reserve Account and the proceeds thereof, and (ii) the Final Maturity Reserve Trust. The Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J A-R Certificate represents ownership of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" sole class of residual interest in each of the Lower-Tier REMIC created hereunderand the Upper-Tier REMIC. The sole Class Lower-Tier REMIC shall hold as assets all property of "residual interests" in the Trust Fund, other than the Excluded Trust Property and the Lower-Tier REMIC will be evidenced by Interests. The Upper-Tier REMIC shall hold as assets the uncertificated Lower-Tier Interests, other than the Class LR CertificatesLT-R Interest. Each such Lower-Tier Interest is hereby designated as a REMIC regular interest. The following table sets forth specifies the Original designation, interest rate, and initial principal amount for each Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and the Class LR CertificatesInterest:

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II" and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A Certificates, Class II-A Certificates, Class III-A-1 Certificates, Class III-A-2 Certificates, Class IV-A-1 Certificates, Class IV-A-2 Certificates, Class V-A-1 Certificates, Class V-A-2 Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates and Class B-3 Certificates, will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of this Series Supplement. The following table irrevocably sets forth the Original Lowerdesignation, the Uncertificated REMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Amounts Balance, and per annum rates for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. LATEST UNCERTIFICATED REMIC INITIAL UNCERTIFICATED POSSIBLE DESIGNATION I PASS-THROUGH RATE PRINCIPAL BALANCE MATURITY(1) Uncertificated REMIC I Regular Interest I-A Variable (2) $58.00 October 25, 2037 Uncertificated REMIC I Regular Interest I-B Variable (2) $1360.00 October 25, 2037 Uncertificated REMIC I Regular Interest II-A Variable (2) $29.00 October 25, 2037 Uncertificated REMIC I Regular Interest II-B Variable (2) $ 674.00 October 25, 2037 Uncertificated REMIC I Regular Interest III-A Variable (2) $ 926.00 October 25, 2037 Uncertificated REMIC I Regular Interest III-B Variable (2) $ 21,776.00 October 25, 2037 Uncertificated REMIC I Regular Interest IV-A Variable (2) $ 411.00 October 25, 2037 Uncertificated REMIC I Regular Interest IV-B Variable (2) $ 9649.00 October 25, 2037 Uncertificated REMIC I Regular Interest V-A Variable (2) $ 342.00 October 25, 2037 Uncertificated REMIC I Regular Interest V-B Variable (2) $ 8037.00 October 25, 2037 Uncertificated REMIC I Regular Interest ZZZ Variable (2) $ 414,885,504.06 October 25, 2037 Uncertificated REMIC I Regular Interest R-II Variable (2) $ 50.00 October 25, 2037 _______________________ (1) For purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the Distribution Date immediately following the maturity date for the Mortgage Loan with the latest maturity date has been designated as the "latest possible maturity date" for each Uncertificated Lower-Tier Interests and the Class LR Certificates:REMIC I Regular Interest.

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund. As provided herein, the REMIC Administrator will make an election to treat the entire segregated pool of assets described in the definition of REMIC I (as defined herein), and subject to this Agreement (including the Group I Loans but excluding the Initial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") to be created hereunder, the primary for federal income tax purposes and such segregated pool of assets of which will be a pool designated as "REMIC I." The REMIC I Regular Interests will be "regular interests" in REMIC I and the Class R-I Certificates will be the sole class of commercial, multifamily and manufactured housing community mortgage loans "residual interests" in REMIC I for purposes of the REMIC Provisions (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC II (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestGroup II Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein "REMIC II." The REMIC II Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC II and the LowerClass R-Tier REMIC created hereunder. The II Certificates will be the sole Class class of "residual interests" in REMIC II for purposes of the Lower-Tier REMIC Provisions). A segregated pool of assets consisting of the REMIC I Regular Interests and the REMIC II Regular Interests will be evidenced by designated as "REMIC III" and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A-1 Certificates, Class I-A-2 Certificates, Class I-A-3 Certificates, Class I-A-4 Certificates, Class I-A-5 Certificates, Class I-A-6 Certificates, Class I-A-P Certificates, Class II-A-1 Certificates, Class II-A-2 Certificates, Class II-A-3 Certificates, Class II-A-P Certificates, Class I-M-1 Certificates, Class I-M-2 Certificates, Class I-M-3 Certificates, Class II-M-1 Certificates, Class II-M-2 Certificates, Class II-M-3 Certificates, Class I-B-1 Certificates, Class I-B-2 Certificates, Class I-B-3 Certificates, Class II-B-1 Certificates, Class II-B-2 Certificates, Class II-B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC III and the Class LR CertificatesR-III Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class I-A-V and Class II-A-V Certificates or any Subclass thereof issued pursuant to Section 5.01(c) will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests represented by such Class or Subclass as of the day immediately preceding such Distribution Date (or, with respect to the initial Distribution Date, at the close of business on the Cut-off Date). The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Balance, and for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC I Regular Interests. None of the REMIC I Regular Interests and the Class LR Certificates:will be certificated. Uncertificated REMIC I Pass-Through Initial Uncertificated Latest Designation Rate Principal Balance Possible Maturity(1) REMIC I Regular Interest A 5.50% $257,606,540.80 February 25, 2035 REMIC I Regular Interest I-A-P 0.00% $2,171,278.74 February 25, 2035 REMIC I I-A-V Regular Interests (2) $ (3) February 25, 2035

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. UNCERTIFICATED INITIAL UNCERTIFICATED LATEST REMIC-Tier Interests and the Class LR Certificates:I-PASS PRINCIPAL-BALANCE POSSIBLE-MATURITY(1) DESIGNATION THROUGH RATE Uncertificated REMIC I 6.75% $ 114,495,348.00 October 25, 2031 Regular Interest Q Uncertificated REMIC I 5.75% $ 79,616,000.00 October 25, 2031 Regular Interest R Uncertificated REMIC I 5.50% $ 55,000,000.00 October 25, 2031 Regular Interest S Uncertificated REMIC I 6.00% $ 55,000,000.00 October 25, 2031 Regular Interest T Uncertificated REMIC I 8.50% $ 108,352,000.00 October 25, 2031 Regular Interest V Uncertificated REMIC I 0.00% $ 1,525,736.08 October 25, 2031 Regular Interest W Uncertificated REMIC I Variable (2) N/A(3) October 25, 2031 IO Regular Interests

PRELIMINARY STATEMENT. On January 27, 2003 the Seller formed Xxxxxxxxx Mortgage Securities Trust 2003-1, as a Delaware statutory trust (the “Trust”) pursuant to the Trust Agreement, dated January 27, 2003 (the “Original Trust Agreement”), among the Seller, the Trustee and the Delaware Trustee. The parties to this Agreement desire to amend and restate the Original Trust Agreement in its entirety, and, as evidenced by their signatures hereto, the Original Trust Agreement is hereby amended, restated and replaced in its entirety as of the date first written above by this Agreement. Through this Agreement, the Depositor intends to cause the issuance and sale of the Trust’s Mortgage Pass-Through Certificates, Series 2003-1 (the “Certificates”) representing in the aggregate the entire beneficial ownership of the Trust, the primary assets of which are the Mortgage Loans (as defined below). The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be Fund created hereunder. The Certificates will consist of eleven classes of certificates, designated as (i) the primary assets of which will be a pool of commercialClass A-1 Certificates, multifamily (ii) the Class A-2 Certificates, (iii) the Class A-3 Certificates, (iv) the Class A-4 Certificates, (v) the Class A-R Certificate, (vi) the Class B-1 Certificates, (vii) the Class B-2 Certificates, (viii) the Class B-3 Certificates, (ix) the Class B-4 Certificates, (x) the Class B-5 Certificates and manufactured housing community mortgage loans (xi) the "Mortgage Loans")Class B-6 Certificates. As provided hereinFor federal income tax purposes, the Trustee shall elect or shall cause an election to be made to treat the Trust Fund (exclusive of the Class A-2FL Regular Interest, Additional Collateral) is comprised of two REMICs in a tiered REMIC structure – the Swap Contract, lower tier REMIC (the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account “Lower Tier REMIC”) and the proceeds thereof) for federal income tax purposes as two separate real estate mortgage investment conduits upper tier REMIC (the "Upper-“Upper Tier REMIC" and the "Lower-Tier REMIC" as described herein”). The parties intend that Lower Tier REMIC will hold as its assets all of the portion of assets constituting the Trust Fund representing (iexclusive of the Additional Collateral) and will issue interests (the Excess “Lower Tier Regular Interests”) (which will be uncertificated and will represent the regular interests in the Lower Tier REMIC) and a residual interest (the “Class LT-R Interest”) which will also be uncertificated and which will represent the sole class of residual interest in the Lower Tier REMIC. The Trustee will hold the Lower Tier Regular Interests as assets of the Upper Tier REMIC. The Certificates, the Excess Interest Distribution Account and the proceeds thereof, and (ii) other than the Class A-2FL Regular InterestA-R Certificate, will represent “regular interests” in the Swap ContractUpper Tier REMIC, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL CertificatesA-R Certificate, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests which will evidence "regular interests" represent the sole class of “residual interest” in the Lower-Upper Tier REMIC as well as ownership of the Class LT-R Interest. For purposes of the REMIC Provisions, the startup day is the Closing Date. All REMIC regular and residual interests created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC hereby will be evidenced by retired on or before the Class LR CertificatesLatest Possible Maturity Date. The following table sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and irrevocably specifies the Class LR Certificates:designation, interest rate, principal amount and Corresponding Classes of Certificates for each class of Lower Tier Regular Interests: LTA-1 (1) $ 1,927,730.46 Classes A-1 and A-R Group 1 LTA-2 (2) $ 1,194,004.51 Class A-2 Group 2 LTA-3 (3) $ 4,057,755.02 Class A-3 Group 3 LTA-4 (4) $ 565,258.64 Class A-4 Group 4 LT-SC-1 (5) $ 54,939.46 Classes B-1 – B-6 Group 1 LT-SC-2 (5) $ 34,034.51 Classes B-1 – B-6 Group 2 LT-SC-3 (5) $ 115,655.02 Classes B-1 – B-6 Group 3 LT-SC-4 (5) $ 16,118.64 Classes B-1 – B-6 Group 4 LT-Q (5) $766,509,367.20 N/A N/A Class LT-R (6) N/A N/A N/A __________________

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the entire segregated pool of assets described in the definition of Trust Fund Fund, and subject to this Agreement (exclusive of including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account Yield Maintenance Agreement and any payments thereunder and the proceeds thereofReserve Fund and any payments therefrom), as a real estate mortgage investment conduit (the "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC Regular I of subchapter J of the Code and that the beneficial interests therein Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated REMIC II Regular Interests Z will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated REMIC I Regular Interests Z. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table sets forth the Original Lowerdesignation, type, Pass-Tier Through Rate, aggregate Initial Certificate Principal Amounts Balance, Maturity Date, initial ratings and per annum rates certain features for each Class of interest for Certificates comprising the Uncertificated Lowerinterests in the Trust Fund created hereunder. AGGREGATE INITIAL CERTIFICATE DESIGNATION RATE BALANCE FEATURES(1) DATE MOODY'S/S&P/FITC DENOMINATIONS(2) Xxxxx A-1(3) Variable $50,000,000 Senior/Floater/Adjustable Rate August 2036 Aaa/AAA/AAA $100,000.00 Rate Class A-2(3) Variable Senior/Inverse Floater/ Rate Notional Interest Only/Adjustable Rate August 2036 Aaa/AAA/AAA $1,000,000.00 Class A-3 6.25% $277,250,000 Senior/Fixed Rate August 2036 Aaa/AAA/AAA $100,000.00 Class A-4 6.25% $38,786,000 Super Senior/Lockout/Fixed Rate August 2036 Aaa/AAA/AAA $100,000.00 Class A-5 6.25% $1,512,000 Senior Support/Lockout/Fixed Rate August 2036 Aa1/AAA/AAA $100,000.00 Class A-6 6.25% $10,420,000 Senior/Retail/Fixed Rate August 2036 Aaa/AAA/AAA $1,000.00 Class A-7 6.25% $10,000,000 Super Senior/Lockout/Fixed Rate August 2036 Aaa/AAA/AAA $100,000.00 Class A-8 6.00% $30,000,000 Super Senior/Fixed Rate August 2036 Aaa/AAA/AAA $100,000.00 Class A-9 6.50% $30,000,000 Super Senior/Retail/Fixed Rate August 2036 Aaa/AAA/AAA $1,000.00 Class A-10 6.25% $2,500,000 Senior Support/Lockout/Fixed Rate August 2036 Aa1/AAA/AAA $100,000.00 Class A-Tier Interests and the P 0.00% $1,570,946 Senior/Principal Only August 2036 Aaa/AAA/AAA $100,000.00 Class LR Certificates:A-V Variable Notional Senior/Interest Only/Variable Rate August 2036 Aaa/AAA/AAA $2,000,000.00 Rate Class R-I 6.25% $100.00 Senior/Residual/Fixed Rate August 2036 Aaa/AAA/AAA (4) Class R-II 6.25% $100.00 Senior/Residual/Fixed Rate August 2036 Aaa/AAA/AAA (4) Class M-1 6.25% $10,097,600 Mezzanine/Fixed Rate August 2036 NA/NA/AA $100,000.00 Class M-2 6.25% $2,817,900 Mezzanine/Fixed Rate August 2036 NA/NA/A $250,000.00 Class M-3 6.25% $1,878,600 Mezzanine/Fixed Rate August 2036 NA/NA/BBB $250,000.00 Class B-1 6.25% $939,300 Subordinate/Fixed Rate August 2036 NA/NA/BB $250,000.00 Class B-2 6.25% $939,300 Subordinate/Fixed Rate August 2036 NA/NA/B $250,000.00 Class B-3 6.25% $939,339 Subordinate/Fixed Rate August 2036 NA/NA/NA $250,000.00

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall will cause an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein) and subject to this Agreement (including the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofMortgage Loans) as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the REMIC I"Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing Uncertificated REMIC I Regular Interests (ias defined herein) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will represent ownership of the sole Class class of "residual interests" in REMIC I, for purposes of the Lower-Tier REMIC Provisions (as defined herein) under federal income tax law. A segregated pool of assets consisting of Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II", and the Trustee will make a separate REMIC election with respect thereto. The Senior Certificates (as defined herein) will represent ownership of the "regular interests" in REMIC II, and the Class LR CertificatesR-II Certificates will represent ownership of the sole class of "residual interests" in REMIC II. The following table sets forth the Original Lowerdesignation, Pass-Tier Through Rate, aggregate initial Certificate Principal Amounts Balance, and per annum rates the initial percentage for each Class of interest Certificates comprising the certificated interests in the Trust Fund created hereunder. Aggregate Initial Certificate Approximate Pass-Through Principal Initial Class DESIGNATION TYPE RATE BALANCE PERCENTAGE ----------- ---- ------------ ---------------- ------------- Class S Senior 0.15% $0 N/A Class A-1 Senior 7.10% $60,250,000.00 61.31% Class A-2 Senior 7.25% $22,750,000.00 23.15% Class A-3 Subordinate 7.25% $15,274,561.00 15.54% Class R-I Residual/ N/A $0 N/A Subordinate Class R-II Residual N/A $0 N/A Solely for purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the Distribution Date immediately following the maturity date for the Uncertificated LowerMortgage Loan with the latest maturity date in the Mortgage Pool has been designated as the "latest possible maturity date" for the Certificates. As of the Cut-Tier Interests off Date, the Mortgage Loans have an aggregate Stated Principal Balance equal to $98,274,561. In consideration of the mutual agreements herein contained, the Depositor, the Master Servicer and the Class LR CertificatesTrustee agree as follows:

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund. As provided herein, the REMIC Administrator will make an election to treat the entire segregated pool of assets described in the definition of REMIC I (as defined herein), and subject to this Agreement (including the Group I Loans but excluding the Rounding Account and the Initial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") to be created hereunder, the primary for federal income tax purposes and such segregated pool of assets of which will be a pool designated as "REMIC I." The REMIC I Regular Interests will be "regular interests" in REMIC I and the Class R-I Certificates will be the sole class of commercial, multifamily and manufactured housing community mortgage loans "residual interests" in REMIC I for purposes of the REMIC Provisions (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC II (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestGroup II Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein "REMIC II." The REMIC II Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC II and the LowerClass R-Tier REMIC created hereunder. The II Certificates will be the sole Class class of "residual interests" in REMIC II for purposes of the Lower-Tier REMIC Provisions). A segregated pool of assets consisting of the REMIC I Regular Interests and the REMIC II Regular Interests will be evidenced by designated as "REMIC III" and the REMIC Administrator will make a separate REMIC election with respect thereto. The REMIC III Regular Interests will be "regular interests" in REMIC III and the Class LR R-III Certificates will be the sole class of "residual interests" in REMIC III for purposes of the REMIC Provisions. A segregated pool of assets consisting of the Uncertificated REMIC III Regular Interests will be designated as "REMIC IV" and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A-1 Certificates, Class I-A-2 Certificates, Class I-A-3 Certificates, Class I-A-4 Certificates, Class I-A-5 Certificates, Class I-A-6 Certificates, Class I-A-7 Certificates, Class I-A-8 Certificates, Class I-A-9 Certificates, Class I-A-P Certificates, Class II-A-1 Certificates, Class II-A-P Certificates, Class I-M-1 Certificates, Class I- M-2 Certificates, Class I-M-3 Certificates, Class II-M-1 Certificates, Class II-M-2 Certificates, Class II-M-3 Certificates, Class I-B-1 Certificates, Class I-B-2 Certificates, Class I-B-3 Certificates, Class II-B-1 Certificates, Class II-B-2 Certificates, Class II-B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC IV and the Class R-IV Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class I-A-V and Class II-A-V Certificates or any Subclass thereof issued pursuant to Section 5.01(c) will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests represented by such Class or Subclass as of the day immediately preceding such Distribution Date (or, with respect to the initial Distribution Date, at the close of business on the Cut-off Date). The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC I Regular Interests. None of the REMIC I Regular Interests will be certificated. Uncertificated Initial Uncertificated Latest REMIC-Tier Interests and the Class LR Certificates:I-Pass Principal-Balance Possible-Maturity(1) Designation Through Rate --------------------------------- ------------------------------------------------------------------------- REMIC I Regular Interest A 5.50% $ 409,722,070.36 December 25, 2033 REMIC I Regular Interest I-A-P 0.00% $ 3,349,584.14 December 25, 2033 REMIC I I-A-V Regular (2) $ (3) December 25, 2033 Interests

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates")certificates, to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which as defined below). The Mortgage Loans will be a pool serviced pursuant to the terms hereof. The Depositor hereby assigns to the Trustee, acting on behalf of commercialthe Certificateholders, multifamily its interests and manufactured housing community mortgage loans (rights in the "Mortgage Loans", including with respect to the Canadian Loan (as defined below) the Foreign Currency Exchange Contract (as defined below). As provided herein, the Trustee shall will elect or shall cause an election that the segregated pool of assets subject to be made to treat the Trust Fund this Agreement (exclusive of the Class A-2FL Regular Interestincluding, without limitation, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofMortgage Loans) be treated for federal income tax purposes as two separate a real estate mortgage investment conduits conduit (a "REMIC") and such segregated pool of assets will be designated as "REMIC I". One hundred sixty-five partial undivided beneficial ownership interests in each of the Mortgage Loans (the "Upper-Tier REMIC" and the REMIC I Uncertificated Classes"Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I, for purposes of the Lower-Tier REMIC Provisions (as defined herein) under federal income tax law. A segregated pool of assets consisting of the REMIC I Uncertificated Classes will be evidenced by designated as "REMIC II" and the Trustee will make a separate REMIC election with respect thereto. Sixteen partial undivided beneficial ownership interests in REMIC II (the "REMIC II Uncertificated Classes") will be designated as the "regular interests" in REMIC II and the Class LR R-II Certificates will be the sole class of "residual interests" in REMIC II, for purposes of the REMIC Provisions under federal income tax laws. Each of the REMIC II Uncertificated Classes, except for Uncertificated Interests IIIA and IIIB, will be allocated distributions of principal and Realized Losses on each Distribution Date in an amount equal to the aggregate amount of principal distributions and Realized Losses allocated to the related Class of Certificates. In addition, each of the REMIC II Uncertificated Classes, except for Uncertificated Interests IIIA and IIIB, will be allocated distributions on interest in the same order of priority as the related Class of Certificates. For purposes of the preceding two sentences, each REMIC II Uncertificated Class will be deemed related to the Class of Certificates referenced in the definition thereof. On each Distribution Date, (i) Uncertificated Interest IIIA will be allocated all payments of principal allocated to the Class A3 Certificate until retired, and all additional principal paid to the Class A3 Certificates will be allocated to Uncertificated Interest IIIB, (ii) Uncertificated Interest IIIB will be allocated all Realized Losses allocated to the Class A3 Certificate until eliminated, and all additional Realized Losses allocated to the Class A3 Certificates will be allocated to Uncertificated Interest IIIA. Each of Uncertificated Interests IIIA and IIIB will be allocated interest allocable to the Class A3 Certificates pro rata based upon their principal balance as of the immediately preceding Distribution Date. A segregated pool of assets consisting of the REMIC II Uncertificated Classes will be designated as "REMIC III" and the Trustee will make a separate REMIC election with respect thereto. The Class A1, Class A2, Class A3, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class J, Class K, Class L, Class M, Class NR, Certificates and each of the Class X Components will be designated as the "regular interests" in REMIC III, and the Class R-III Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions under federal income tax law. The following table sets forth the designation, Pass-Through Rate and Original LowerClass Balance for each Class of Certificates comprising the interests in the Trust Fund created hereunder. Initial Class Designation Pass-Tier Principal Amounts and per annum rates of interest for the Uncertificated LowerThrough Rate Original Class Balance ----------------- ----------------- ---------------------- Class A1 5.2880% $50,000,000 Class A2 6.0010% $132,000,000 Class A3 6.2600% $607,020,000 Class B 6.4460% $43,129,000 Class C 6.6330% $40,593,000 Class D 6.7510% $12,685,000 Class E 7.2535%(1) $25,371,000 Class F 7.7225%(2) $13,953,000 Class X1 1.0912%(3) $1,014,816,337(4) Class X2 1.5305%(3) $596,778,000(4) Class G 5.7750% $29,176,000 Class H 5.7750% $10,149,000 Class J 5.7750% $7,611,000 Class K 5.7750% $12,685,000 Class L 5.7750% $5,074,000 Class M 5.7750% $5,074,000 Class NR 5.7750% $20,296,337 Class R-Tier Interests and the I NA NA Class LR Certificates:R-II NA NA Class R-III NA NA ----------------------------------------------------------------------------

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall will cause an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein) subject to this Agreement (including the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofMortgage Loans) as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" The Uncertificated REMIC I Regular Interests (as described defined herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part "regular interests in REMIC I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWERR-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests I Certificates will evidence "regular interests" in represent ownership of the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein) under federal income tax law. A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II", and the Trustee will make a separate REMIC election with respect thereto. The Class SA Certificates, Class SP Certificates, the Class LR A-1 Certificates, the Class A- 2 Certificates, Class P Certificates, the Class B Certificates and the Class SB Certificates, will be the "regular interests" in REMIC II, and the Class R-II Certificates will represent ownership of the sole Class of "residual interests" in REMIC II. The following table sets forth the Original Lowerdesignation, initial Pass-Tier Through Rate, aggregate Initial Certificate Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests Balance (as defined herein), and the initial percentage for each Class LR Certificatesof Certificates comprising the certificated interests in the Trust Fund created hereunder. Aggregate Initial Initial Certificate Approximate Pass-Through Principal Initial Class Designation Type Rate Balance Percentage ___________ ____ ____________ _________________ _____________ Class SA Senior 2.527% N/A N/A Class SP Senior 0.000% N/A N/A Class A-1 Senior 6.50% $51,805,859.00 82.24% Class A-2 Senior 6.50% $7,248,574.00 11.51% Class P Principal Only 0.00% $37,207.00 N/A Class B Subordinate 6.50% $3,939,443.44 6.25% Class SB Subordinate 1.250% N/A N/A Class R-I Residual N/A N/A N/A Class R-II Residual 6.50% $0.00 0.00% As of the Cut-off Date, the Mortgage Loans have an aggregate Stated Principal Balance equal to $63,031,083.44. In consideration of the mutual agreements herein contained, the Depositor, the Master Servicer and the Trustee agree as follows:

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")Classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be Fund created hereunder. The Certificates will consist of eight Classes of Certificates, designated as the Class A-1, Class A-2, Class M-1, Class M-0, Xxxxx X-0, Class B-2, the primary assets Class X, the Class R-1 and Class R-2 Certificates. The Depositor hereby assigns to the Trustee, acting on behalf of which will be a pool of commercial, multifamily the Certificateholders its interests and manufactured housing community mortgage loans (rights in the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause an election to be made will make multiple elections to treat the Trust Fund (exclusive segregated pools of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) assets subject to this Agreement for federal income tax purposes as two the following five separate real estate mortgage investment conduits (each, a "REMIC"): the Subsidiary REMIC, the Master REMIC, the Class B-1 REMIC, the Class B-2 REMIC, and the Class X REMIC. The Subsidiary REMIC will consist of all of the assets constituting the Mortgage Loans. The Subsidiary REMIC will issue (1) uncertificated REMIC regular interests designated with a "1-" and payable from the monies received from the Mortgage Loans (the "Upper-Tier REMIC" and the Subsidiary REMIC Regular Interests"Lower-Tier REMIC" as described herein). The parties intend that Subsidiary REMIC Regular Interests will be uncertificated and will represent the portion "regular interests" in the Subsidiary REMIC and the SR Interest will represent the single "residual interest" in the Subsidiary REMIC. The Trustee will hold the Subsidiary REMIC Regular Interests for the benefit of the Trust Fund representing Master REMIC. The Master REMIC will consist of the Subsidiary REMIC Regular Interests and will be evidenced by (i) the Excess Regular Certificates (other than the Class B-1, Class B-2 and Class X Certificates) and the Class B-1 Interest, Class B-2 Interest, and Class X Interest, which will represent the Excess Interest Distribution Account and "regular interests" in the proceeds thereof, Master REMIC and (ii) the Class A-2FL Regular MR Interest, which will represent the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence single "regular interestsresidual interest" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and the Class LR Certificates:Master REMIC.

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II" and the REMIC Administrator will make a separate REMIC election with respect thereto. The Uncertificated REMIC II Regular Interests will be "regular interests" in REMIC II and the Class LR R-II Certificates will be the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions. A segregated pool of assets consisting of the Uncertificated REMIC II Regular Interests will be designated as "REMIC III" and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A-1 Certificates, Class I-A-2 Certificates, Class I-A-3 Certificates, Class I-A-P Certificates, Class II-A-1 Certificates, Class II-A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates, Uncertificated Class I-A-V REMIC Regular Interests and Uncertificated Class II-A-V REMIC Regular Interests will be "regular interests" in REMIC III and the Class R-III Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class I-A-V and Class II-A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class I-A-V REMIC Regular Interests and the Uncertificated Class II-A-V REMIC Regular Interests, respectively. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. Uncertificated -Initial Uncertificated Latest --REMIC-Tier Interests and the Class LR Certificates:I-Pass---- ---Principal-Balance-------Possible-Maturity(1) Designation Through Rate REMIC I Regular Interest LT-I-SUB 5.25% $ 291.89 March 25, 2018 REMIC I Regular Interest LT-I-ZZZ 5.25% $ 253,279,572.59 March 25, 2018 REMIC I Regular Interest LT-II-SUB 5.00% $ 58.50 March 25, 2018 REMIC I Regular Interest LT-II-ZZZ 5.00% $ 50,738,081.25 March 25, 2018 REMIC I Regular Interest LT-I-PO 0.00% $ 510,932.99 March 25, 2018 REMIC I Regular Interest LT-II-PO 0.00% $ 59,468.31 March 25, 2018 REMIC I Regular Interest (2) LT-I-IO N/A (3) March 25, 2018 REMIC I Regular Interest (4) N/A (3) March 25, 2018 LT-II-IO

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the entire segregated pool of assets described in the definition of Trust Fund Fund, and subject to this Agreement (exclusive of including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account Yield Maintenance Agreement and any payments thereunder and the proceeds thereofReserve Fund and any payments therefrom), as a real estate mortgage investment conduit (the "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC Regular I of subchapter J of the Code and that the beneficial interests therein Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-12 Certificates, Class A-13 Certificates, Class A-14 Certificates, Class A-15 Certificates, Class A-16 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated REMIC II Regular Interests Z will be "regular interests" in REMIC II. The Class R-II Certificates will be the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated REMIC II Regular Interests Z. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Class LR CertificatesStandard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table sets forth the Original Lowerdesignation, type, Pass-Tier Through Rate, aggregate Initial Certificate Principal Amounts Balance, Maturity Date, initial ratings and per annum rates certain features for each Class of interest for Certificates comprising the Uncertificated Lowerinterests in the Trust Fund created hereunder. Aggregate Initial Certificate Pass-Tier Interests and the Through Principal Maturity Minimum Designation Rate Balance Features(1) Date Moody's/S&P/Fitch Denominations(2) Class LR Certificates:A-1 5.50% $34,400,000.00 Senior/Fixed Rate September 2036 Aaa/AAA/AAA $100,000.00 Class A-2 Variable $25,000,000.00 Senior/ Floater/Adjustable Rate September 2036 Aaa/AAA/AAA $100,000.00 Rate(3) Senior/Inverse Class A-3(3) Variable Floater/Interest Rate(3) Notional(3) Only/Adjustable Rate September 2036 Aaa/AAA/AAA $1,000,000.00 Class A-4 6.00% Notional(4) Senior/Interest Only/Fixed Rate September 2036 Aaa/AAA/AAA $1,000,000.00 Class A-5 6.00% Senior Support/Lockout/Fixed September 2036 Aaa/AAA/AAA $100,000.00 $2,600,000.00 Rate Class A-6 6.00% $37,400,000.00 Super Senior/Lockout/Fixed Rate September 2036 Aaa/AAA/AAA $100,000.00 Class A-7 0.00% $6,250,000.00 Senior/Principal Only September 2036 Aaa/AAA/AAA $100,000.00 Class A-8 5.50% $60,000,000.00 Senior/Fixed Rate September 2036 Aaa/AAA/AAA $100,000.00 Class A-9 6.00% Notional(5) Senior/Interest Only/Fixed Rate September 2036 Aaa/AAA/AAA $1,000,000.00 Class A-10 6.00% $58,750,000.00 Senior/Fixed Rate September 2036 Aaa/AAA/AAA $100,000.00 Class A-11 Variable Senior/Floater/Adjustable Rate September 2036 Aaa/AAA/AAA $100,000.00 Rate(6) $53,340,000.00 Senior/Inverse Class A-12 Variable Floater/Interest Rate(6) Notional(6) Only/Adjustable Rate September 2036 Aaa/AAA/AAA $1,000,000.00 Class A-13(7) Variable Senior/Floater/Adjustable Rate September 2036 Aaa/AAA/AAA $100,000.00 Rate $50,080,000.00 Class A-14(7) Variable Senior/Inverse September 2036 Aaa/AAA/AAA $100,000.00 Rate $12,520,000.00 Floater/Adjustable Rate Class A-15 6.00% $8,546,000.00 Senior/Fixed Rate September 2036 Aaa/AAA/AAA $100,000.00 Class A-16 6.00% $51,000,000.00 Senior/Fixed Rate September 2036 Aaa/AAA/AAA $100,000.00 Class A-P 0.00% $773,946.90 Senior/Principal Only September 2036 Aaa/AAA/AAA $100,000.00 Class A-V Variable Notional Senior/Interest Only/Variable September 2036 Aaa/AAA/AAA $2,000,000.00 Rate Rate Class R-I 6.00% $100.00 Senior/Residual/Fixed Rate September 2036 Aaa/AAA/AAA (8) Class R-II 6.00% $100.00 Senior/Residual/Fixed Rate September 2036 Aaa/AAA/AAA (8) Class M-1 6.00% $8,949,900.00 Mezzanine/Fixed Rate September 2036 NA/NA/AA $100,000.00 Class M-2 6.00% $2,497,600.00 Mezzanine/Fixed Rate September 2036 NA/NA/A $250,000.00 Class M-3 6.00% $1,665,000.00 Mezzanine/Fixed Rate September 2036 NA/NA/BBB $250,000.00 Class B-1 6.00% $832,500.00 Subordinate/Fixed Rate September 2036 NA/NA/BB $250,000.00 Class B-2 6.00% $832,500.00 Subordinate/Fixed Rate September 2036 NA/NA/B $250,000.00 Class B-3 6.00% $832,796.62 Subordinate/Fixed Rate September 2036 NA/NA/NA $250,000.00

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectivelyIn exchange for the Certificates, the "Certificates"), Depositor hereby conveys the Trust Estate to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause an election to be made to treat create the Trust. The Trust Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) Estate for federal income tax purposes shall be treated as two separate three real estate mortgage investment conduits (the "Upper-Tier REMIC," the "Middle-Tier REMIC" and the "Lower-Tier REMIC," as described hereinrespectively, and each a "REMIC"). The parties intend that Uncertificated Lower-Tier Interests will represent the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates "regular interests" and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence LR Interest shall be the "regular interestsresidual interest" in the Lower-Tier REMIC created hereunderfor purposes of the REMIC Provisions. The sole Uncertificated Lower-Tier Interests shall constitute the assets of the Middle-Tier REMIC. The Uncertificated Middle-Tier Interests shall constitute the "regular interests" and the Class of MR Interest shall be the "residual interest" in the Middle-Tier REMIC. The Uncertificated Middle-Tier Interests shall constitute the assets of the Upper-Tier REMIC. The Senior Certificates (other than the Class 1-A-R Certificate, the Class 30-IO Certificates and the Class 30-PO Certificates), the Components and the Class B Certificates are referred to collectively as the "Regular Certificates" and shall constitute "regular interests" in the LowerUpper-Tier REMIC will for purposes of the REMIC Provisions. The Class UR Interest shall be evidenced by the "residual interest" in the Upper-Tier REMIC for purposes of the REMIC Provisions. The Class 1-A-R Certificate shall represent beneficial ownership of the Class LR CertificatesInterest, the Class MR Interest and the Class UR Interest. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the REMIC Certificate Maturity Date. The following table sets forth characteristics of the Original Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests Certificates and the Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable: Initial Class LR Certificates:Integral Certificate Multiples Balance or Pass-Through Minimum in Excess Classes Notional Amount Rate Denomination of Minimum ---------------- ------------------ ------------ ------------ ------------- Class 1-A-1 $71,341,000.00 5.500% $1,000 $1 Class 1-A-2 $4,959,000.00 5.500% $1,000 $1 Class 1-A-R $100.00 5.500% $100 N/A Class 2-A-1 $56,065,000.00 5.500% $1,000 $1 Class 2-A-2 $2,033,000.00 5.500% $1,000 $1 Class 2-A-3 $73,259,000.00 6.000% $1,000 $1 Class 2-A-4 $5,093,000.00 6.000% $1,000 $1 Class 2-A-5 $3,990,000.00 6.000% $1,000 $1 Class 2-A-6 $22,651,000.00 5.750% $1,000 $1 Class 2-A-7 $24,244,000.00 5.500% $1,000 $1 Class 2-A-8 $49,251,000.00 5.750% $1,000 $1 Class 2-A-9 $1,786,000.00 5.750% $1,000 $1 Class 3-A-1 $25,000,000.00 5.500% $1,000 $1 Class 3-A-2 $4,272,000.00 5.500% $1,000 $1 Class 3-A-3 $3,298,000.00 5.500% $1,000 $1 Class 3-A-4 $8,347,000.00 5.500% $1,000 $1 Class 3-A-5 $303,000.00 5.500% $1,000 $1 Class 4-A-1 $8,886,000.00 5.750% $1,000 $1 Class 4-A-2 $3,705,000.00 5.750% $1,000 $1 Class 4-A-3 $3,705,000.00 5.750% $1,000 $1 Class 4-A-4 $2,704,000.00 5.750% $1,000 $1 Class 4-A-5 $1,000,000.00 5.750% $1,000 $1 Class 4-A-6 $14,898,000.00 5.500% $1,000 $1 Class 4-A-7 $647,739.00 5.750% $647,739 N/A Class 4-A-8 $3,019,000.00 5.750% $1,000 $1 Class 4-A-9 $13,220,000.00 5.750% $1,000 $1 Class 4-A-10 $9,156,000.00 5.750% $1,000 $1 Class 4-A-11 $291,00000 5.750% $1,000 $1 Class 4-A-12 $139,956.00 5.750% $1,000 $1 Class 4-A-13 $1,895,833.00 6.000% $1,000 $1 Class 4-A-14 $354,167.00 (1) $25,000 $1 Class 4-A-15 $2,000,000.00 5.500% $1,000 $1,000 Class 4-A-16 $3,000,000.00 6.000% $1,000 $1,000 Class 4-A-17 $2,000,000.00 5.750% $1,000 $1,000 Class 4-A-18 $1,000,000.00 5.500% $1,000 $1 Class 4-A-19 $5,000,000.00 (2) $1,000 $1 Class 4-A-20 $6,884,000.00 5.750% $1,000 $1 Class 4-A-21 $2,138,000.00 5.750% $1,000 $1 Class 4-A-22 $2,608,000.00 5.750% $1,000 $1 Class 4-A-23 $3,370,000.00 5.750% $1,000 $1 Class 4-A-24 $10,353,044.00 5.750% $1,000 $1 Class 4-A-25 $1,250,000.00 (3) $1,000 $1 Class 4-A-26 $42,419,000.00 5.750% $1,000 $1 Class 4-A-27 $31,222,000.00 5.750% $1,000 $1 Class 4-A-28 $27,766,000.00 5.750% $1,000 $1 Class 4-A-29 $2,403,000.00 5.750% $1,000 $1 Class 30-IO $8,101,414.00 (4) $1,000,000 $1 Class 30-PO $11,908,034.00 (5) $25,000 $1 Class B-1 $11,901,000.00 (6) $25,000 $1 Class B-2 $3,571,000.00 (6) $25,000 $1 Class B-3 $2,082,000.00 (6) $25,000 $1 Class B-4 $1,190,000.00 (6) $25,000 $1 Class B-5 $893,000.00 (6) $25,000 $1 Class B-6 $1,190,213.00 (6) $25,000 $1 Initial Component Integral Balance or Multiples Component Pass-Through Minimum In Excess Components Notional Amount Rate Denomination Of Minimum ---------------- ------------------ ------------ ------------ ------------- Class 1-IO 2,501,008.36 5.500% N/A N/A Class 2-IO 2,048,627.47 5.500% N/A N/A Class 3-IO 966,289.86 5.500% N/A N/A Class 4-IO 2,585,489.18 5.500% N/A N/A Class 1-PO 327,935.60 (7) N/A N/A Class 2-PO 7,880,182.12 (7) N/A N/A Class 3-PO 513,841.03 (7) N/A N/A Class 4-PO 3,186,075.74 (7) N/A N/A ------------

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II" and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A Certificates, Class II-A-1 Certificates, Class II-A-2 Certificates, Class II-A-3 Certificates, Class II-A-4 Certificates, Class III-A-1 Certificates, Class III-A-2 Certificates, Class IV-A-1 Certificates, Class IV-A-2 Certificates, Class IV-A-3 Certificates, Class IV-A-4 Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates and Class B-3 Certificates, will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of this Series Supplement. The following table irrevocably sets forth the Original Lowerdesignation, the Uncertificated REMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Amounts Balance, and per annum rates for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. INITIAL UNCERTIFICATED UNCERTIFICATED REMIC --------------------- LATEST DESIGNATION I PASS-THROUGH RATE PRINCIPAL BALANCE POSSIBLE MATURITY(1) Uncertificated REMIC I Regular Interest I-A Variable(2) $ 94.47 September 25, 2036 Uncertificated REMIC I Regular Interest I-B Variable (2) $ 2,453.33 September 25, 2036 Uncertificated REMIC I Regular Interest II-A Variable(2) $ 600.69 September 25, 2036 Uncertificated REMIC I Regular Interest II-B Variable(2) $ 15,599.94 September 25, 2036 Uncertificated REMIC I Regular Interest III-A Variable (2) $ 386.06 September 25, 2036 Uncertificated REMIC I Regular Interest III-B Variable(2) $ 10,025.93 September 25, 2036 Uncertificated REMIC I Regular Interest IV-A Variable(2) $ 269.86 September 25, 2036 Uncertificated REMIC I Regular Interest IV-B Variable(2) $ 7,008.39 September 25, 2036 Uncertificated REMIC I Regular Interest ZZZ Variable(2) $350,839,279.13 September 25, 2036 Uncertificated REMIC I Regular Interest R-II Variable(2) $ 50.00 September 25, 2036 _______________________ (1) For purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the Distribution Date immediately following the maturity date for the Mortgage Loan with the latest maturity date has been designated as the "latest possible maturity date" for each Uncertificated Lower-Tier Interests and the Class LR Certificates:REMIC I Regular Interest.

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust entire segregated pool of assets described in the definition of REMIC I (as defined herein), and subject to this Agreement (including the Mortgage Loans but excluding the Reserve Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofInitial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-2A Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-12 Certificates, Class A-13 Certificates, Class A-14 Certificates, Class A-14A Certificates, Class A-15 Certificates, Class A-16 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. UNCERTIFICATED INITIAL UNCERTIFICATED LATEST REMIC-Tier Interests and the Class LR Certificates:I-PASS PRINCIPAL-BALANCE POSSIBLE-MATURITY(1) DESIGNATION THROUGH RATE --------------------------------------------------------------------------------------------- REMIC I Regular Interest 6.25% $ 870,314,145.85 January 25, 2032 W REMIC I Regular Interest 6.25% $ 25,016,400.00 January 25, 2032 X REMIC I Regular Interest 6.25% $ 30,407,214.00 January 25, 2032 Y REMIC I Regular Interest 0.00% $ 1,376,798.17 January 25, 2032 Z REMIC I Variable (2) N/A(3) January 25, 2032 IO Regular Interests

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-12 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. DESIGNATION Uncertificated Initial Uncertificated Latest REMIC I Principal Balance Possible Maturity(1) Pass-Tier Through Rate REMIC I Regular Interest $55,623,000.00 8.50% February 25, 2033 REMIC I Regular Interest$203,951,000.00 5.00% February 25, 2033 REMIC I Regular Interest$176,572,280.32 5.75% February 25, 2033 REMIC I Regular Interest Z$861,504.00 0.00% February 25, 2033 REMIC I (2) (3) February 25, 2033 IO Regular Interests and the Class LR Certificates:-------------------

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the entire segregated pool of assets described in the definition of Trust Fund Fund, and subject to this Agreement (exclusive of including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Funds), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) for federal income tax purposes as two separate three real estate mortgage investment conduits (each a "REMIC") for federal income tax purposes. A segregated pool of assets consisting of the Group I Loans and the related assets described in the definition of Trust Fund (other than the related Initial Monthly Payment Fund) will be designated as "Upper-Tier REMICREMIC I," and the "Lower-Tier REMIC" as described herein)REMIC Administrator will make a separate REMIC election with respect thereto. The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof I Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Group II Loans and the related assets described in the definition of Trust Fund (other than the related Initial Monthly Payment Fund) will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Uncertificated REMIC Regular II Interests will be "regular interests" in REMIC II and the Class LR R-II Certificates will be the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests and Uncertificated REMIC II Regular Interests will be designated as "REMIC III," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A-1 Certificates, Class I-A-2 Certificates, Class I-A-3 Certificates, Class I-A-4 Certificates, Class I-A-5 Certificates, Class I-A-6 Certificates, Class I-A-7 Certificates, Class I-A-P Certificates, Class II-A-1 Certificates, Class II-A-P Certificates, Class I-M-1 Certificates, Class I-M-2 Certificates, Class I-M-3 Certificates, Class II-M-1 Certificates, Class II-M-2 Certificates, Class II-M-3 Certificates, Class I-B-1 Certificates, Class I-B-2 Certificates, Class I-B-3 Certificates, Class II-B-1 Certificates, Class II-B-2 Certificates, Class II-B-3 Certificates and the Uncertificated REMIC III Regular Interests Z will be "regular interests" in REMIC III and the Class R-III Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class I-A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated REMIC III Regular Interests Z1 and the Class II-A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated REMIC III Regular Interests Z2. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table sets forth the Original Lowerdesignation, type, Pass-Tier Through Rate, aggregate Initial Certificate Principal Amounts Balance, Maturity Date, initial ratings and per annum rates certain features for each Class of interest for Certificates comprising the Uncertificated Lowerinterests in the Trust Fund created hereunder. AGGREGATE INITIAL CERTIFICATE DESIGNATION RATE BALANCE FEATURES(1) DATE S&P/FITCH DENOMINATIONS(2) Class I-Tier Interests and the A-1 6.00% $601,971,000 Senior/Fixed Rate October 2036 AAA/AAA $100,000.00 Class LR Certificates:I-A-2 6.00% $101,582,000 Senior/Fixed Rate October 2036 AAA/AAA $100,000.00 Class I-A-3 6.00% $4,703,000 Senior/Fixed Rate October 2036 AAA/AAA $100,000.00 Class I-A-4 6.00% $4,703,000 Senior/Fixed Rate October 2036 AAA/AAA $100,000.00 Class I-A-5 6.00% $4,703,000 Senior/Fixed Rate October 2036 AAA/AAA $100,000.00 Class I-A-6 6.00% $4,703,000 Senior/Fixed Rate October 2036 AAA/AAA $100,000.00 Class I-A-7 6.00% $30,099,000 Senior/Lockout/Fixed Rate October 2036 AAA/AAA $100,000.00 Class II-A-1 5.50% $300,923,000 Senior/Fixed Rate October 2021 AAA/AAA $100,000.00 Class I-A-P 0.00% $599,347 Senior/Principal Only October 2036 AAA/AAA $1,000,000.00 Class I-A-V Variable Senior/Interest Only/Variable Rate October 2036 AAA/AAA $2,000,000.00 Rate Notional Class II-A-P 0.00% $1,773,524 Senior/Principal Only October 2021 AAA/AAA $100,000.00 Class II-A-V Variable Senior/Interest Only/Variable Rate October 2021 AAA/AAA $2,000,000.00 Rate Notional Class R-I 6.00% $100 Senior/Residual/Fixed Rate October 2036 AAA/AAA (3) Class R-II 5.50% $100 Senior/Residual/Fixed Rate October 2036 AAA/AAA (3) Class R-III 6.00% $100 Senior/Residual/Fixed Rate October 2036 AAA/AAA (3) Class I-M-1 6.00% $14,827,500 Mezzanine/Fixed Rate October 2036 NA/AA $100,000.00 Class I-M-2 6.00% $4,682,200 Mezzanine/Fixed Rate October 2036 NA/A $250,000.00 Class I-M-3 6.00% $3,121,500 Mezzanine/Fixed Rate October 2036 NA/BBB $250,000.00 Class II-M-1 5.50% $2,612,900 Mezzanine/Fixed Rate October 2021 NA/AA $100,000.00 Class II-M-2 5.50% $614,600 Mezzanine/Fixed Rate October 2021 NA/A $250,000.00 Class II-M-3 5.50% $460,900 Mezzanine/Fixed Rate October 2021 NA/BBB $250,000.00 Class I-B-1 6.00% $1,560,800 Subordinate/Fixed Rate October 2036 NA/BB $250,000.00 Class I-B-2 6.00% $1,560,800 Subordinate/Fixed Rate October 2036 NA/B $250,000.00 Class I-B-3 6.00% $1,560,877 Subordinate/Fixed Rate October 2036 NA/NA $250,000.00 Class II-B-1 5.50% $307,300 Subordinate/Fixed Rate October 2021 NA/BB $250,000.00 Class II-B-2 5.50% $307,400 Subordinate/Fixed Rate October 2021 NA/B $250,000.00 Class II-B-3 5.50% $307,395 Subordinate/Fixed Rate October 2021 NA/NA/NA $250,000.00 _____________

PRELIMINARY STATEMENT. On March 21, 2006 the Depositor formed Xxxxxxxxx Mortgage Securities Trust 2006-2, as a Delaware statutory trust (the “Trust”) pursuant to (i) the Trust Agreement, dated as of March 21, 2006 (the “Original Trust Agreement”), among the Depositor, the Trustee and the Delaware Trustee and (ii) a Certificate of Trust filed with the Secretary of State of the State of Delaware on March 21, 2006. The parties to this Agreement desire to amend and restate the Original Trust Agreement in its entirety, and, as evidenced by their signatures hereto, the Original Trust Agreement is hereby amended, restated and replaced in its entirety as of the date first written above by this Agreement. Through this Agreement, the Depositor intends to cause the issuance and sale of the Trust’s Mortgage Pass-Through Certificates, Series 2006-2 (the “Certificates”) representing in the aggregate the entire beneficial ownership of the Trust, the primary assets of which are the Mortgage Loans (as defined below). On or prior to the Closing Date, the Depositor acquired the Mortgage Loans from the Seller. On the Closing Date, the Depositor will sell the Mortgage Loans and certain other property to the Trust and receive in consideration therefor Certificates evidencing the entire beneficial ownership of the Trust. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Trust. The Certificates will consist of sixteen classes of certificates, designated as (i) the "Trust Fund"Class A-1-A Certificates, (ii) to be created hereunderthe Class A-1-B Certificates, (iii) the primary assets of which will be a pool of commercialClass A-1-C Certificates, multifamily (iv) the Class A-2-A Certificates, (v) the Class A-2-B Certificates, (vi) the Class A-2-C Certificates, (vii) the Class A-X-1 Certificates, (viii) the Class A-X-2 Certificates, (ix) the Class A-R Certificates, (x) the Class B-1 Certificates, (xi) the Class B-2 Certificates, (xii) the Class B-3 Certificates, (xiii) the Class B-4 Certificates, (xiv) the Class B-5 Certificates, (xv) the Class B-6 and manufactured housing community mortgage loans (xvi) the "Mortgage Loans")Class I Certificates. As provided hereinFor federal income tax purposes, the Trustee shall elect or shall cause an election to be made to treat the Trust Fund (exclusive of the Class A-2FL Regular InterestAdditional Collateral, the Swap ContractYield Maintenance Agreements, the Floating Rate Auction Swap Agreement, the Yield Maintenance Account, the Excess InterestFinal Maturity Reserve Trust and the Final Maturity Reserve Account, collectively, the Excess Interest Distribution Account “Excluded Trust Assets”) is comprised of three REMICs in a tiered REMIC structure – REMIC 1 , REMIC 2 , and the proceeds thereof) for federal income tax purposes as two separate real estate mortgage investment conduits (upper tier REMIC. Each Certificate, other than the "Class A-R Certificate, shall represent ownership of a regular interest in the Upper-Tier REMIC" and the "Lower-Tier REMIC" , as described herein). In addition, the Class A-1-A, Class A-1-B, Class A-1-C, Class A-2-A, Class A-2-B, Class A-2-C, Class A-X-1 and Class A-X-2 Certificates represent the right to receive payments from the Yield Maintenance Account as provided in Section 5.09. Each Class of Certificates (other than the Class A-X-1 and Class A-X-2 Certificates) also represents the right to receive payments in respect of the Final Maturity Reserve Account. The parties intend that owners of the portion Class I Certificates beneficially own the Final Maturity Reserve Account and the Final Maturity Reserve Trust. The Class A-R Certificate represents ownership of the sole class of residual interest in each REMIC. REMIC 1 will hold as its assets all of the assets constituting the Trust Fund representing (iexclusive of the Excluded Trust Assets) and will issue interests (the Excess “Lower Tier Regular Interests,” which will be uncertificated and will represent the regular interests in REMIC 1) and a residual interest (the “LT1-R Interest”), which will represent the sole class of residual interest in REMIC 1. REMIC 2 will hold as its assets the Lower Tier Regular Interests in REMIC 1 and will issue interests (also, the Excess Interest Distribution Account “Lower Tier Regular Interests, which will be uncertificated and will represent the proceeds thereofregular interests in REMIC 2) and a residual interest (the “LT2-R Interest”), and (ii) which will represent the sole class of residual interest in REMIC 2. The Trustee will hold the Lower Tier Regular Interests in REMIC 2 as assets of the Upper Tier REMIC. The Certificates, other than the Class A-2FL Regular InterestA-R Certificate, will represent regular interests in the Swap ContractUpper Tier REMIC, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWERA-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests R Certificate will evidence "regular interests" represent the sole class of residual interest in the Lower-Upper Tier REMIC as well as ownership of the LT1-R and LT2-R Interests. For purposes of the REMIC Provisions, the startup day is the Closing Date. All REMIC regular and residual interests created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC hereby will be evidenced by retired on or before the Class LR CertificatesLatest Possible Maturity Date. The following table sets forth specifies the Original Lowerdesignation, interest rate, and initial principal amount for each interest in REMIC 1: LT1-Tier Principal Amounts and per annum rates of interest for the Uncertificated LowerLoan Group 1 (1) $ 297,632,542.53 Loan Group 1 LT1-Tier Interests and the Class LR Certificates:GSA1 (1) $ 104,206.49 Loan Group 1 LT1-Loan Group 2 (1) $ 649,558,572.17 Loan Group 2 LT1-GSA2 (1) $ 227,430.02 Loan Group 2 LT1-IO-1 (2) (3) Loan Group 1 LT1-IO-2 (4) (5) Loan Group 2 LT1-R (6) (6) N/A __________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectivelyIn exchange for the Certificates, the "Certificates"), Depositor hereby conveys the Trust Estate to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause an election to be made to treat create the Trust. The Trust Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) Estate for federal income tax purposes shall be treated as two separate three real estate mortgage investment conduits (the "Upper-Tier REMIC," the "Intermediate Lower-Tier REMIC" and the "Lower-Tier REMIC," as described hereinrespectively, and each a "REMIC"). The parties intend that Uncertificated Lower-Tier Interests will represent the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates "regular interests" and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence LR Interest shall be the "regular interestsresidual interest" in the Lower-Tier REMIC created hereunderfor purposes of the REMIC Provisions. The sole Uncertificated Lower-Tier Interests shall constitute the assets of the Intermediate Lower-Tier REMIC. The Uncertificated Intermediate Lower-Tier Interests shall constitute the "regular interests" and the Class of ILR Interest shall be the "residual interest" in the Intermediate Lower-Tier REMIC. The Uncertificated Intermediate Lower-Tier Interests shall constitute the assets of the Upper-Tier REMIC. The Senior Certificates (other than the Class 2-A-R Certificate, the Class 1-A-5 Certificates, the Class 4-A-1 Certificates, the Class 5-A-3 Certificates, the Class X-IO Certificates and the Class X-PO Certificates), the Components, the Class B Certificates, the Class X-M-1 Certificates and the Class X-B Certificates are referred to collectively as the "Regular Certificates" and shall constitute "regular interests" in the LowerUpper-Tier REMIC will for purposes of the REMIC Provisions. The Class UR Interest shall be evidenced by the "residual interest" in the Upper-Tier REMIC for purposes of the REMIC Provisions. The Class 2-A-R Certificate shall represent beneficial ownership of the Class LR CertificatesInterest, the Class ILR Interest and the Class UR Interest. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the REMIC Certificate Maturity Date. The following table sets forth characteristics of the Original Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests Certificates and the Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable: INTEGRAL INITIAL CLASS PASS- MULTIPLES IN CERTIFICATE BALANCE THROUGH MINIMUM EXCESS OF CLASSES OR NOTIONAL AMOUNT RATE DENOMINATION MINIMUM ------- ------------------- ------- ------------ ------------ Class LR Certificates:1-A-1 $ 49,598,334 5.000% $ 1,000 $ 1 Class 1-A-2 $ 9,919,666 (1) $ 1,000 $ 1 Class 1-A-3 (2) (3) $1,000,000 N/A Class 1-A-4 $ 2,255,000 5.500% $ 1,000 $ 1 Class 1-A-5 (4) (5) $1,000,000 N/A Class 2-A-R $ 100 5.750% $ 100 $ 1 Class 2-A-1 $100,000,000 5.750% $ 1,000 $ 1 Class 2-A-2 $ 10,000,000 6.250% $ 1,000 $ 1 Class 2-A-3 $ 1,411,000 6.000% $ 1,000 $ 1 Class 2-A-4 $ 1,205,000 6.000% $ 1,000 $ 1 Class 2-A-5 $ 2,384,000 6.000% $ 1,000 $ 1 Class 2-A-6 $ 2,785,000 5.500% $ 1,000 $ 1 Class 2-A-7 $ 2,785,000 5.500% $ 1,000 $ 1 Class 2-A-8 $ 2,870,000 5.500% $ 1,000 $ 1 Class 2-A-9 $ 4,220,000 6.000% $ 1,000 $ 1 Class 2-A-10 $ 4,220,000 6.000% $ 1,000 $ 1 Class 2-A-11 $ 13,539,000 5.500% $ 1,000 $ 1 Class 2-A-12 $ 16,033,000 5.750% $ 1,000 $ 1 Class 2-A-13 $ 13,539,000 6.000% $ 1,000 $ 1 Class 2-A-14 $ 1,633,000 5.750% $ 1,000 $ 1 Class 2-A-15 $ 30,000,000 5.750% $ 1,000 $ 1 Class 2-A-16 $ 2,362,000 5.750% $ 1,000 $ 1 Class 2-A-17 $100,000,000 5.750% $ 1,000 $ 1 Class 2-A-18 $ 62,476,000 5.750% $ 1,000 $ 1 Class 2-A-19 $ 20,825,000 5.750% $ 1,000 $ 1 Class 2-A-20 $ 17,496,000 5.750% $1,000,000 N/A Class 2-A-21 $ 1,586,670 (6) $ 1,000 $ 1 Class 2-A-22 $ 11,493,330 6.000% $ 1,000 $ 1 Class 3-A-1 $ 91,863,000 6.000% $ 1,000 $ 1 Class 3-A-2 $ 8,644,000 6.000% $ 1,000 $ 1 Class 4-A-1 $ 33,060,000 (7) $ 1,000 $ 1 Class 4-A-2 $ 61,314,000 (8) $ 1,000 $ 1 Class 4-A-3 $ 3,097,000 6.000% $ 1,000 $ 1 Class 5-A-1 $ 37,865,000 (9) $ 1,000 $ 1 Class 5-A-2 $ 1,913,000 6.000% $ 1,000 $ 1 Class 5-A-3 (10) (11) $1,000,000 N/A Class 6-A-1 $ 35,150,000 5.500% $ 1,000 $ 1 Class 6-A-2 $ 9,084,000 5.500% $ 1,000 $ 1 Class 6-A-3 $ 1,009,000 5.500% $ 1,000 $ 1 Class 6-A-4 $ 3,349,000 5.500% $ 1,000 $ 1 Class B-1 $ 3,192,000 6.000% $ 25,000 $ 1 INTEGRAL INITIAL CLASS PASS- MULTIPLES IN CERTIFICATE BALANCE THROUGH MINIMUM EXCESS OF CLASSES OR NOTIONAL AMOUNT RATE DENOMINATION MINIMUM ------- ------------------- ------- ------------ ------------ Class B-2 $ 596,000 6.000% $ 25,000 $1 Class B-3 $ 324,000 6.000% $ 25,000 $1 Class B-4 $ 217,000 6.000% $ 25,000 $1 Class B-5 $ 162,000 6.000% $ 25,000 $1 Class B-6 $ 162,819 6.000% $ 25,000 $1 Class X-IO (12) (12) $1,000,000 $1 Class X-PO (13) (13) $ 25,000 $1 Class X-M-1 $9,910,000 (14) $ 25,000 $1 Class X-B-1 $4,600,000 (14) $ 25,000 $1 Class X-B-2 $4,247,000 (14) $ 25,000 $1 Class X-B-3 $2,831,000 (14) $ 25,000 $1 Class X-B-4 $1,770,000 (14) $ 25,000 $1 Class X-B-5 $1,061,000 (14) $ 25,000 $1 Class X-B-6 $1,416,330 (14) $ 25,000 $1 INITIAL COMPONENT INTEGRAL BALANCE OR PASS- MULTIPLES IN COMPONENT NOTIONAL THROUGH MINIMUM EXCESS OF COMPONENTS AMOUNT RATE DENOMINATION MINIMUM ---------- ------------------ ------- ------------ ------------ Class 1-1A5 (15) (5) N/A N/A Class 5-1A5 (15) (5) Class 4-5A3 (15) (11) N/A N/A Class 5-5A3 (15) (11) N/A N/A Class 4-4A1 $20,438,000 (7) N/A N/A Class 5-4A1 $12,622,000 (7) N/A N/A Class 1-X-IO (15) 5.500% N/A N/A Class 2-X-IO (15) 5.500% N/A N/A Class 3-X-IO (15) 5.500% N/A N/A Class 4-X-IO (15) 5.500% N/A N/A Class 5-X-IO (15) 5.500% N/A N/A Class 6-X-IO (15) 5.500% N/A N/A Class 1-X-PO $ 403,481 (16) N/A N/A Class 2-X-PO $ 8,241,745 (16) N/A N/A Class 3-X-PO $ 3,054,904 (16) N/A N/A Class 4-X-PO $ 2,395,790 (16) N/A N/A Class 5-X-PO $ 400,204 (16) N/A N/A Class 6-X-PO $ 31,613 (16) N/A N/A ----------

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. UNCERTIFICATED INITIAL UNCERTIFICATED LATEST -REMIC-Tier I-PASS---------PRINCIPAL-BALANCE------POSSIBLE-MATURITY(1) DESIGNATION THROUGH RATE --------------------------------------------------------------------------------------------- REMIC I Regular Interest 5.50% $ 101,641,258.00 July 25, 2017 W REMIC I Regular Interest 6.00% $ 80,977,005.71 July 25, 2017 X REMIC I Regular Interest 8.50% $ 20,328,251.00 July 25, 2017 Y REMIC I Regular Interest 0.00% $ 550,476.95 July 25, 2017 Z REMIC I Variable (2) N/A(3) July 25, 2017 IO Regular Interests and the Class LR Certificates:-------------------

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")twenty classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause Master Servicer will make an election to be made to treat the Trust Fund entire segregated pool of assets relating to the Group I Loans, as described in the definition of REMIC I below, as a real estate mortgage investment conduit (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofa "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofpurposes, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof such segregated pool of assets will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER "REMIC I." The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx XR-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests I Certificates will evidence "regular interests" in represent the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein) under federal income tax law. Section 1.03 irrevocably sets forth the designation, the REMIC I Remittance Rate, the initial Uncertificated Balance, and solely for purposes of satisfying Treasury Regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC I Regular Interests. None of the REMIC I Regular Interests will be evidenced by certificated. As provided herein, the REMIC Administrator will make an election to treat the segregated pool of assets consisting of the REMIC I Regular Interests as a REMIC for federal income tax purposes, and each segregated pool of assets will be designated as REMIC IA. The Class R-IA Certificates will represent the sole class of "residual interests" in REMIC IA for purposes of the REMIC Provisions under federal income tax law. Section 1.03 irrevocably sets forth the designation, the REMIC IA Remittance Rate, the initial Uncertificated Balance, and solely for purposes of satisfying Treasury Regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC IA Regular Interests. None of the REMIC IA Regular Interests will be certificated. On each Distribution Date, available funds, if any remaining in REMIC I after payments of interest and principal, as designated above, and expenses of the Trust that are payable from the Group I Loans will be distributed to the Class LR R-I Certificates. It is expected that there will not be any distributions on the Class R-I Certificates. As provided herein, the REMIC Administrator will make an election to treat the entire segregated pool of assets relating to the Group II Loans, as described in the definition of REMIC II, as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes, and such segregated pool of assets will be designated as "REMIC II." The Class R-II Certificates will represent the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions under federal income tax law. Section 1.03 irrevocably sets forth the designation, the REMIC II Remittance Rate, the initial Uncertificated Balance, and solely for purposes of satisfying Treasury Regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC II Regular Interests. None of the REMIC II Regular Interests will be certificated. As provided herein, the REMIC Administrator will elect to treat the segregated pool of assets consisting of the REMIC IA Regular Interests and REMIC II Regular Interests as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as REMIC III. The Class R-III Certificates will represent the sole class of "residual interests" in REMIC III for purposes of the REMIC Provisions under federal income tax law. The following table irrevocably sets forth the Original Lowerdesignation, Pass-Tier Through Rate and initial Certificate Principal Amounts Balance for each of the "regular interests" in REMIC III (the "REMIC III Regular Interests"). The "latest possible maturity date" (determined solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii)) for each REMIC III Regular Interest shall be the Distribution Date in September 2035. Aggregate Initial Certificate Scheduled Final Initial Ratings Pass-Through Principal Distribution Designation Type Rate Balance Features Date S&P Moody's Fitch ------------ -------- --------- ------------ ---------- --------------- ----- ---- ----- Class A-I-1 Senior Adjustable Senior November 25, AAA Aaa AAA Rate $286,981,000 2016 Class A-I-2 Senior 4.79% $ 51,255,000 Senior October 25, AAA Aaa AAA 2019 Class A-I-3 Senior 5.18% Senior July 25, 2027 AAA Aaa AAA $181,938,000 Class A-I-4 Senior 5.81% $ 77,933,000 Senior August 25, AAA Aaa AAA 2029 Class A-I-5 Senior 6.48% $ 90,393,000 Senior September 25, AAA Aaa AAA 2031 Class A-I-6 Senior 5.96% $ 85,000,000Lockout/Senior September 25, AAA Aaa AAA 2031 Class A-I-IO Senior 5.00% Notional Interest March 25, AAA Aaa AAA Amount Only/Senior 2004 Class A-II Senior Adjustable Senior September 25, AAA Aaa AAA Rate $1,040,750,000 2031 Class M-I-1 Mezzanine 6.32% $ 34,000,000Mezzanine September 25, AA Aa2 AA 2031 Class M-I-2 Mezzanine 6.86% $ 25,500,000Mezzanine September 25, A A2 A 2031 Class M-I-3 Subordinate 7.01% $ 17,000,000Subordinate September 25, BBB Baa2 BBB 2031 Class M-II-1 Mezzanine Adjustable $ 46,000,000Mezzanine September 25, AA Aa2 AA Rate 2031 Class M-II-2 Mezzanine Adjustable $ 34,500,000Mezzanine September 25, A A2 A Rate 2031 Class M-II-3 SubordinatAdjustable $ 28,750,000Subordinate September 25, BBB Baa2 BBB Rate 2031 Class SB-I Subordinate N/A $ 676.06Subordinate September 25, N/A N/A N/A 2031 Class SB-II Subordinate N/A $ 38.90Subordinate September 25, N/A N/A N/A 2031 The Mortgage Loans have an aggregate Cut-off Date Principal Balance equal to $2,000,000,714.96. The Mortgage Loans are comprised of two Loan Groups. The Group I Loans are fixed-rate first and per annum rates junior lien mortgage loans having terms to maturity at origination or modification of interest for the Uncertificated Lower-Tier Interests not more than 30 years and the Class LR CertificatesGroup II Loans are adjustable rate first lien mortgage loans having terms to maturity at origination or modification of not more than 30 years. In consideration of the mutual agreements herein contained, the Depositor, the Master Servicer and the Trustee agree as follows:

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause Servicer will make an election to be made to treat the Trust Fund entire segregated pool of assets subject to this Agreement (exclusive of including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and Trust Fund". The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, each of the "Lower-Tier REMIC" Uncertificated REMIC Regular Interests (as described defined herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S M Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests B Certificates will evidence represent ownership of "regular interests" in the Lower-Tier REMIC created hereunder. The REMIC, and the Class R Certificates will be the sole Class class of "residual interests" therein for purposes of the REMIC Provisions (as defined herein) under federal income tax law. The Class A-5 Certificates will represent the entire beneficial ownership interest in the Lower-Tier Uncertificated REMIC will be evidenced by the Class LR CertificatesRegular Interests. The following table sets forth the Original Lowerdesignation, type, Pass-Tier Through Rate, aggregate Initial Certificate Principal Amounts Balance, Maturity Date, initial ratings and per annum rates certain features for each Class of interest for Certificates comprising the Uncertificated Lowerinterests in the Trust Fund created hereunder. <TABLE> Aggregate Initial Designation Type Pass-Tier Interests and the Class LR Certificates:Through Rate Certificate Principal Balance ----------- ------------------------ ----------------- -----------------------------

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (excluding the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Rounding Account, the Excess Interest, the Excess Interest Distribution Account Reserve Fund and the proceeds thereofInitial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein "REMIC I." The Uncertificated REMIC Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lowerdesignation, the REMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Amounts Balance, and per annum rates solely for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated LowerREMIC Regular Interests. None of the Uncertificated REMIC Regular Interests will be certificated. REMIC I PASS-Tier THROUGH INITIAL UNCERTIFICATED LATEST DESIGNATION RATE PRINCIPAL BALANCE POSSIBLE MATURITY(1) REMIC I Regular Interest X 5.42% $ 25,000,000.00 March 25, 2035 REMIC I Regular Interest Y 5.50% $ 232,980,546.59 March 25, 2035 REMIC I Regular Interest Z 0.00% $ 2,878,895.30 March 25, 2035 REMIC I IO Regular (2) (3) March 25, 2035 Interests and the Class LR Certificates:-------------------

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust entire segregated pool of assets described in the definition of REMIC I (as defined herein), and subject to this Agreement (including the Mortgage Loans but excluding the Reserve Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofInitial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-8A Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A- 12 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated Lower-Tier REMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests and the Class LR Certificates:will be certificated. Uncertificated REMIC I Pass- Initial Uncertificated Latest Designation Through Rate Principal Balance Possible Maturity(1) ----------- ------------ ------------------------ -------------------- Uncertificated REMIC I 6.75% $ 444,372,034.72 June 25, 2031 Regular Interest T Uncertificated REMIC I 6.75% $ 40,000,000.00 June 25, 2031 Regular Interest U Uncertificated REMIC I 6.50% $ 169,281,900.00 June 25, 2031 Regular Interest V Uncertificated REMIC I 9.00% $ 18,809,100.00 June 25, 2031 Regular Interest W Uncertificated REMIC I 0.00% $ 1,367,508.75 June 25, 2031 Regular Interest Y Uncertificated REMIC I Variable (2) N/A(3) June 25, 2031 IO Regular Interests ________________

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II" and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A Certificates, Class II-A-1 Certificates, Class II-A-2 Certificates, Class III-A-1 Certificates, Class III-A-2 Certificates, Class III-A-3 Certificates, Class IV-A Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates and Class B-3 Certificates, will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of this Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Balance, and for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests and the Class LR Certificates:will be certificated.

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular Interest, Mortgage Loans but excluding the Swap Contract, the Floating Rate Rounding Account, the Excess Interest, the Excess Interest Distribution Account Reserve Fund and the proceeds thereofInitial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-3A Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-12 Certificates, Class A-13 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. DESIGNATION Uncertificated REMIInitial Uncertificated Latest I Pass-Tier Through Rate Principal Balance Possible Maturity(1) REMIC I Regular Interest T$ 122,060,928.13 5.75% March 25, 2033 REMIC I Regular Interest $ 18,181,818.00 8.50% March 25, 2033 REMIC I Regular Interest $ 40,000,000.00 4.50% March 25, 2033 REMIC I Regular Interest $ 74,799,662.00 8.00% March 25, 2033 REMIC I Regular Interest X$ 138,299,238.00 4.5330790651% March 25, 2033 REMIC I Regular Interest $ 16,975,000.00 5.75% March 25, 2033 REMIC I Regular Interest$Z 2,504,595.10 0.00% March 25, 2033 REMIC I (2) (3) March 25, 2033 IO Regular Interests and the Class LR Certificates:___________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates")certificates, to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the a trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Trust Mortgage Loans"). As provided herein, the Trustee shall will elect or shall cause an election to be made to treat the segregated pool of assets consisting of all of the Trust Fund Mortgage Loans (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate AccountBroker Strip, the Excess Servicing Strip and that portion of the interest payments on the Trust Mortgage Loans that constitutes Additional Interest, the Excess Interest Distribution Account ) and the proceeds thereof) certain other related assets subject to this Agreement as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as "REMIC I." The Class R-I Residual Interest will represent the sole class of "residual interests" in REMIC I for purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofREMIC Provisions under federal income tax law, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates R-I Certificates. As provided herein, the Trustee will elect to treat the segregated pool of assets consisting of all of the REMIC I Regular Interests as a REMIC for federal income tax purposes, and the Class A-2FL Certificates, respectivelysuch segregated pool of assets will be designated as "REMIC II". LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx XR-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests II Certificates will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in REMIC II for purposes of the Lower-Tier REMIC Provisions under federal income tax law. For federal income tax purposes, each Class of the Regular Certificates will be evidenced by designated as a separate "regular interest" in REMIC II for purposes of the Class LR CertificatesREMIC Provisions under federal income tax law. The following table sets forth forth: (i) the class designation of each Class of Sequential Pay Certificates; (ii) the Original Lower-Tier Class Principal Amounts Balance for each Class of Sequential Pay Certificates; (iii) the corresponding REMIC I Regular Interest or REMIC I Regular Interests (each, a "Corresponding REMIC I Regular Interest") for each Class of Sequential Pay Certificates; (iv) the REMIC I Principal Balance of each Corresponding REMIC I Regular Interest; and per annum rates (v) the corresponding component or components (each, a "Corresponding Component") of interest for the Uncertificated Lower-Tier Interests and the Class LR X Certificates for each Class of Sequential Pay Certificates:. ------------------------------------------------------------------------------------------------------------------------------ Corresponding Class of Corresponding Component of Sequential Pay Original Class REMIC I REMIC I the Class X Certificates Principal Balance Regular Interest Principal Balance Certificates ------------ ----------------- ---------------- ----------------- ------------ ------------------------------------------------------------------------------------------------------------------------------ Class A-1 $ 52,161,616 LA-1-1 $ 2,544,616 X-A-1-1 ------------------------------------------------------------------------------------------------------------------------------ LA-1-2 $ 3,290,000 X-A-1-2 ------------------------------------------------------------------------------------------------------------------------------ LA-1-3 $ 17,261,000 X-A-1-3 ------------------------------------------------------------------------------------------------------------------------------ ------------------------------------------------------------------------------------------------------------------------------ Corresponding Class of Corresponding Component of Sequential Pay Original Class REMIC I REMIC I the Class X Certificates Principal Balance Regular Interest Principal Balance Certificates ------------ ----------------- ---------------- ----------------- ------------ ------------------------------------------------------------------------------------------------------------------------------ LA-1-4 $ 29,066,000 X-A-1-4 ------------------------------------------------------------------------------------------------------------------------------ Class A-2 $ 379,800,000 LA-2-1 $ 2,318,000 X-A-2-1 ------------------------------------------------------------------------------------------------------------------------------ LA-2-2 $ 18,687,000 X-A-2-2 ------------------------------------------------------------------------------------------------------------------------------ LA-2-3 $ 18,303,000 X-A-2-3 ------------------------------------------------------------------------------------------------------------------------------ LA-2-4 $ 17,493,000 X-A-2-4 ------------------------------------------------------------------------------------------------------------------------------ LA-2-5 $ 16,989,000 X-A-2-5 ------------------------------------------------------------------------------------------------------------------------------ LA-2-6 $ 206,495,000 X-A-2-6 ------------------------------------------------------------------------------------------------------------------------------ LA-2-7 $ 50,392,000 X-A-2-7 ------------------------------------------------------------------------------------------------------------------------------ LA-2-8 $ 10,754,000 X-A-2-8 ------------------------------------------------------------------------------------------------------------------------------ LA-2-9 $ 12,603,000 X-A-2-9 ------------------------------------------------------------------------------------------------------------------------------ LA-2-10 $ 25,766,000 X-A-2-10 ------------------------------------------------------------------------------------------------------------------------------ Class A-3 $ 65,000,000 LA-3-1 $ 24,470,000 X-A-3-1 ------------------------------------------------------------------------------------------------------------------------------ LA-3-2 $ 40,530,000 X-A-3-2 ------------------------------------------------------------------------------------------------------------------------------ Class A-4 $ 169,657,000 LA-4-1 $ 4,824,000 X-A-4-1 ------------------------------------------------------------------------------------------------------------------------------ LA-4-2 $ 7,710,000 X-A-4-2 ------------------------------------------------------------------------------------------------------------------------------ LA-4-3 $ 157,123,000 X-A-4-3 ------------------------------------------------------------------------------------------------------------------------------ Class A-1A(1) $ 163,804,000 LA-1A-1 $ 616,000 X-A-1A-1 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-2 $ 785,000 X-A-1A-2 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-3 $ 3,531,000 X-A-1A-3 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-4 $ 4,014,000 X-A-1A-4 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-5 $ 3,959,000 X-A-1A-5 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-6 $ 3,892,000 X-A-1A-6 ------------------------------------------------------------------------------------------------------------------------------ -2- ------------------------------------------------------------------------------------------------------------------------------ Corresponding Class of Corresponding Component of Sequential Pay Original Class REMIC I REMIC I the Class X Certificates Principal Balance Regular Interest Principal Balance Certificates ------------ ----------------- ---------------- ----------------- ------------ ------------------------------------------------------------------------------------------------------------------------------ LA-1A-7 $ 3,809,000 X-A-1A-7 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-8 $ 3,698,000 X-A-1A-8 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-9 $ 3,593,000 X-A-1A-9 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-10 $ 30,134,000 X-A-1A-10 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-11 $ 2,621,000 X-A-1A-11 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-12 $ 10,118,000 X-A-1A-12 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-13 $ 2,253,000 X-A-1A-13 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-14 $ 21,449,000 X-A-1A-14 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-15 $ 1,566,000 X-A-1A-15 ------------------------------------------------------------------------------------------------------------------------------ LA-1A-16 $ 67,766,000 X-A-1A-16 ------------------------------------------------------------------------------------------------------------------------------ Class B $ 26,946,000 LB $ 26,946,000 X-B ------------------------------------------------------------------------------------------------------------------------------ Class C $ 11,023,000 LC $ 11,023,000 X-C ------------------------------------------------------------------------------------------------------------------------------ Class D $ 25,721,000 LD-1 $ 2,500,000 X-D-1 ------------------------------------------------------------------------------------------------------------------------------ LD-2 $ 3,208,000 X-D-2 ------------------------------------------------------------------------------------------------------------------------------ LD-3 $ 20,013,000 X-D-3 ------------------------------------------------------------------------------------------------------------------------------ Class E $ 11,024,000 LE-1 $ 146,000 X-E-1 ------------------------------------------------------------------------------------------------------------------------------ LE-2 $ 4,862,000 X-E-2 ------------------------------------------------------------------------------------------------------------------------------ LE-3 $ 4,588,000 X-E-3 ------------------------------------------------------------------------------------------------------------------------------ LE-4 $ 1,428,000 X-E-4 ------------------------------------------------------------------------------------------------------------------------------ Class F $ 13,473,000 LF-1 $ 2,548,000 X-F-1 ------------------------------------------------------------------------------------------------------------------------------ LF-2 $ 5,998,000 X-F-2 ------------------------------------------------------------------------------------------------------------------------------ LF-3 $ 4,927,000 X-F-3 ------------------------------------------------------------------------------------------------------------------------------ -3- ------------------------------------------------------------------------------------------------------------------------------ Corresponding Class of Corresponding Component of Sequential Pay Original Class REMIC I REMIC I the Class X Certificates Principal Balance Regular Interest Principal Balance Certificates ------------ ----------------- ---------------- ----------------- ------------ ------------------------------------------------------------------------------------------------------------------------------ Class G $ 12,248,000 LG-1 $ 6,683,000 X-G-1 ------------------------------------------------------------------------------------------------------------------------------ LG-2 $ 5,565,000 X-G-2 ------------------------------------------------------------------------------------------------------------------------------ Class H $ 11,023,000 LH-1 $ 91,000 X-H-1 ------------------------------------------------------------------------------------------------------------------------------ LH-2 $ 8,968,000 X-H-2 ------------------------------------------------------------------------------------------------------------------------------ LH-3 $ 1,964,000 X-H-3 ------------------------------------------------------------------------------------------------------------------------------ Class J $ 3,675,000 LJ $ 3,675,000 X-J ------------------------------------------------------------------------------------------------------------------------------ Class K $ 4,899,000 LK $ 4,899,000 X-K ------------------------------------------------------------------------------------------------------------------------------ Class L $ 4,899,000 LL-1 $ 4,132,000 X-L-1 ------------------------------------------------------------------------------------------------------------------------------ LL-2 $ 767,000 X-L-2 ------------------------------------------------------------------------------------------------------------------------------ Class M $ 4,899,000 LM $ 4,899,000 X-M ------------------------------------------------------------------------------------------------------------------------------ Class N $ 2,450,000 LN $ 2,450,000 X-N ------------------------------------------------------------------------------------------------------------------------------ Class P $ 3,674,000 LP $ 3,674,000 X-P ------------------------------------------------------------------------------------------------------------------------------ Class Q $ 13,473,705 LQ $ 13,473,705 X-Q ------------------------------------------------------------------------------------------------------------------------------

PRELIMINARY STATEMENT. The Depositor intends at the Closing Date is the owner of the Loans and the other property being conveyed by it to sell commercial mortgage pass-through certificates (collectivelythe Trustee for inclusion in the Trust Fund. On the Closing Date, the "Depositor will acquire the Certificates from the Trust Fund as consideration for its transfer to the Trust Fund of the Loans and certain other assets, and will be the owner of the Certificates"), . The Depositor has duly authorized the execution and delivery of this Agreement to be issued hereunder in multiple classes (each, a "Class"), which provide for the conveyance to the Trustee of the Loans and the issuance to the Depositor of the Certificates representing in the aggregate will evidence the entire beneficial ownership interest in of the Trust Fund. All covenants and agreements made by the Depositor, the Master Servicer, the Securities Administrator and the Trustee herein with respect to the Loans and the other property constituting the Trust Fund are for the benefit of the Holders from time to time of the Certificates. The Depositor, the Master Servicer, the Securities Administrator and the Trustee are entering into this Agreement, and the Trustee is accepting the trust fund created hereby, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged. The Certificates issued hereunder, other than the Class B-3, Class B-4, Class B-5, Class CE, Class P and Class I/II-R Certificates, have been offered for sale pursuant to a Prospectus, dated January 28, 2004, and a Prospectus Supplement, dated May 26, 2004 of the Depositor (together, the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage LoansProspectus"). The Trust Fund created hereunder is intended to be the "Trust" as described in the Prospectus and the Certificates are intended to be the "Certificates" described therein. REMIC I ------- As provided herein, the Trustee shall elect or shall cause an election to be made to treat the segregated pool of assets consisting of the Group I Loans and other related assets (other than the related Reserve Fund and the related Cap Contract) in the Trust Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) subject to this Agreement as a REMIC for federal income tax purposes purposes, and such segregated pool of assets shall be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion Component R-1 of the Trust Fund representing (i) Class I/II-R Certificate shall represent the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC will be evidenced by the Class LR CertificatesProvisions under federal income tax law. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC I Regular Interests. None of the REMIC I Regular Interests and the Class LR Certificates:will be certificated. Initial Uncertificated Uncertified REMIC 1 Assumed Final Designation Principal Balance Pass-Through Rate Maturity Date(1) ----------- ----------------- ------------------- ---------------- LTI-1 $218,765,813.00 Variable(2) April 25, 2034 LTI-IO-1 $6,250,000.00 Variable(2) April 25, 2034 LTI-IO-2 $2,502,000.00 Variable(2) April 25, 2034 LTI-IO-3 $3,749,000.00 Xxxxxxxx(0) Xxxxx 00, 0000 XXX-XX-0 $3,751,000.00 Variable(2) April 25, 2034 LTI-IO-5 $2,499,000.00 Variable(2) April 25, 2034 LTI-IO-6 $2,501,000.00 Variable(2) April 25, 2034 LTI-IO-7 $3,500,000.00 Variable(2) April 25, 2034 LTI-IO-8 $6,500,000.00 Variable(2) Xxxxx 00, 0000 XXX-X $100.00 Variable(2) April 25, 2034

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause will make, in accordance with Section 10.01, an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC 1 (exclusive of the Class A-2FL Regular Interestas defined herein), the Swap Contractand subject to this Agreement, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein "REMIC 1." The REMIC 1 Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC 1 and the Lower-Tier REMIC created hereunder. The Class R-1 Certificates will be the sole Class class of "residual interests" in REMIC 1 for purposes of the Lower-Tier REMIC Provisions (as defined herein) under the federal income tax law. A segregated pool of assets consisting of the REMIC 1 Regular Interests will be evidenced by designated as "REMIC 2" and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class 1-A, Class 2-A-1, Class 2-A-2, Class 2-A-3, Class 2-A-4, Class 2-A-5, Class M-1, Class M-2, Class M-3, Class B-1, Class B-2 and Class B-3 Certificates will be "regular interests" in REMIC 2, and the Class LR CertificatesR-2 Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the Original Lowerdesignation, the REMIC 1 Pass-Tier Through Rate, the initial Uncertificated Principal Amounts and per annum rates Balance and, for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for the REMIC 1 Regular Interest. The REMIC 1 Regular Interests will not be certificated. Initial REMIC I REMIC I Uncertificated LowerLatest Possible Regular Interest Designation Pass-Tier Interests and the Class LR Certificates:Through Rate Principal Balance Maturity Date(1) -------------------------------------------------------------------------------------------------------------------- 1-A Variable (2) $ 348.63 April 25, 2035 1-B Variable (2) $ 11,243.83 April 25, 2035 2-A Variable (2) $ 913.31 April 25, 2035 2-B Variable (2) $ 29,461.01 April 25, 2035 ZZZ Variable (2) $ 407,006,481.68 April 25, 2035

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be Fund created hereunder. The Certificates will consist of four classes of certificates, designated as (i) the primary assets of which will be a pool of commercialClass A-1 Certificates, multifamily (ii) the Class A-2 Certificates, (iii) the Class X Certificate and manufactured housing community mortgage loans (iv) the "Mortgage Loans")Class R Certificates. As provided herein, the Trustee shall elect or shall cause will make an election to be made to treat the assets of the Trust Fund (exclusive of other than the Class A-2FL Regular InterestPre-Funding Accounts, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Capitalized Interest Distribution Account Accounts and the proceeds thereofrights of Class A Certificateholders to receive payments in respect of their related Interest Carryover, as three separate REMICs (as defined herein) for federal income tax purposes. For federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account A Certificates and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the Class X Certificates represent beneficial interests therein will be represented by in the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC III and the LowerClass R-Tier REMIC created hereunder. The III Component represents the sole Class class of "residual interestsinterest" in REMIC III for purposes of the LowerREMIC Provisions. The Class R-Tier I Component represents the sole class of "residual interest" in REMIC I and the Class R-II Component represents the sole class of "residual interest" in REMIC II for purposes of the REMIC Provisions. There are also six classes of uncertificated REMIC I Regular Interests issued under this Agreement (the Class LT1, Class LT2, Class LT3, Class LT4, Class LT5 and Class LT6 Interests), each of which will constitute regular interests in REMIC I. There are also eight classes of uncertificated REMIC II Regular Interests issued under this Agreement (the Class MT1, Class MT2, Class MT3, Class MT4, Class MT5, Class MT6, Class MTN2 and Class MTN5 Interests), each of which will constitute regular interests in REMIC II. The REMIC I Regular Interests will be evidenced by held as assets of REMIC II and the REMIC II Regular Interests will be held as assets of REMIC III. In addition to representing beneficial interests in the corresponding REMIC III Regular Interests, the Class LR CertificatesA Certificates represent the right to receive payments in respect of their related Interest Carryovers from amounts otherwise distributable to the Class X Certificateholders. The Class X Certificates also represent beneficial interests in the corresponding Class X Regular Interest, subject to the obligation to make payments to the Class A Certificates in respect of their related Interest Carryovers. The following table sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and (or describes) the Class LR Certificates:designation, Pass-Through Rate and Original Class Certificate Principal Balance for each Class of Certificates comprising the interests in the Trust Fund created hereunder: Original Class Certificate Initial Principal Pass-Through Assumed Final Class Balance Rate Maturity Dates ----- ------- ---- --------------

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-12 Certificates, Class A-13 Certificates, Class A-14 Certificates, Class A-15 Certificates, Class A-16 Certificates, Class A-17 Certificates, Class A-18 Certificates, Class A-19 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. UNCERTIFICATED INITIAL UNCERTIFICATED LATEST -REMIC-Tier I-PASS PRINCIPAL-BALANCE POSSIBLE-MATURITY(1) DESIGNATION THROUGH RATE --------------------------------------------------------------------------------------------- REMIC I Regular Interest 6.25% $ 435,344,515.60 February 25, 2032 V REMIC I Regular Interest 5.50% $ 163,943,250.00 February 25, 2032 W REMIC I Regular Interest 8.50% $ 54,647,750.00 February 25, 2032 X REMIC I Regular Interest 6.25% $ 66,228,000.00 February 25, 2032 Y REMIC I Regular Interest 0.00% $ 446,128.33 February 25, 2032 Z REMIC I Variable (2) N/A(3) February 25, 2032 IO Regular Interests and the Class LR Certificates:_________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")twelve classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause Master Servicer will make an election to be made to treat the Trust Fund entire segregated pool of assets relating to the Group I Loans, as described in the definition of REMIC I below, as a real estate mortgage investment conduit (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofa "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofpurposes, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof such segregated pool of assets will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER "REMIC I." The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx XR-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests I Certificates will evidence "regular interests" in represent the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein) under federal income tax law. Section 1.03 irrevocably sets forth the designation, the REMIC I Remittance Rate, the initial Uncertificated Balance, and solely for purposes of satisfying Treasury Regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC I Regular Interests. None of the REMIC I Regular Interests will be evidenced by certificated. As provided herein, the REMIC Administrator will make an election to treat the entire segregated pool of assets relating to the Group II Loans, as described in the definition of REMIC II, as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes, and such segregated pool of assets will be designated as "REMIC II." The Class LR CertificatesR-II Certificates will represent the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions under federal income tax law. Section 1.03 irrevocably sets forth the designation, the REMIC II Remittance Rate, the initial Uncertificated Balance, and solely for purposes of satisfying Treasury Regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC II Regular Interests. None of the REMIC II Regular Interests will be certificated. As provided herein, the REMIC Administrator will elect to treat the segregated pool of assets consisting of the REMIC I Regular Interests and REMIC II Regular Interests as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as REMIC III. The Class R-III Certificates will represent the sole class of "residual interests" in REMIC III for purposes of the REMIC Provisions under federal income tax law. The following table irrevocably sets forth the Original Lowerdesignation, Pass-Tier Through Rate and initial Certificate Principal Amounts Balance for each of the "regular interests" in REMIC III (the "REMIC III Regular Interests"). The "latest possible maturity date" (determined solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii)) for each REMIC III Regular Interest shall be the Distribution Date in September 2035. Aggregate Initial Pass-Through Certificate Scheduled Final Initial Ratings Designation Type Rate Principal Featur Distribution S&P Xxxxx'x ----------- ---- ----------- ---------- -------------------------------- --- ------- Balance Date Class A-I-1 Senior Adjustable $170,000,000.00 Senior September 25, AAA Aaa Rate 2016 Class A-I-2 Senior 7.255% $59,000,000.00 Senior August 25, 2021 AAA Aaa Class A-I-3 Senior 7.355% $82,000,000.00 Senior January 25, 2026 AAA Aaa Class A-I-4 Senior 7.590% $84,000,000.00 Senior December 25, 2028 AAA Aaa Class A-I-5 Senior 7.845% $55,000,000.00 Senior September 25, AAA Aaa 2031 Class A-I-6 Senior 7.435% $50,000,000.00 Lockout/Senior September 25, AAA Aaa 2031 Class A-II Senior Adjustable $925,000,000.00 Senior September 25, AAA Aaa Rate 2031 Class SB-I Subordinate NA $2,524 Subordinate September 25, N/A N/A 2031 Class SB-II Subordinate NA $1,537 Subordinate September 25, N/A N/A 2031 The Mortgage Loans have an aggregate Cut-off Date Principal Balance equal to $1,425,004,061. The Mortgage Loans are comprised of two Loan Groups. The Group I Loans are fixed-rate first and per annum rates junior lien mortgage loans having terms to maturity at origination or modification of interest for the Uncertificated Lower-Tier Interests not more than 30 years and the Class LR CertificatesGroup II Loans are adjustable rate first lien mortgage loans having terms to maturity at origination or modification of not more than 30 years. In consideration of the mutual agreements herein contained, the Depositor, the Master Servicer and the Trustee agree as follows:

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-12 Certificates, Class A-13 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross- reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. UNCERTIFICATED INITIAL UNCERTIFICATED LATEST -REMIC-Tier I-PASS---------PRINCIPAL-BALANCE------POSSIBLE-MATURITY(1) DESIGNATION THROUGH RATE --------------------------------------------------------------------------------------------- REMIC I Regular Interest 6.00% $ 238,909,079.14 March 25, 2017 W REMIC I Regular Interest 5.25% $ 50,000,000.00 March 25, 2017 X REMIC I Regular Interest 8.50% $ 15,000,000.00 March 25, 2017 Y REMIC I Regular Interest 0.00% $ 1,236,032.53 March 25, 2017 Z REMIC I Variable (2) N/A(3) March 25, 2017 IO Regular Interests and the Class LR Certificates:-------------------

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage asset-backed pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")twenty-three classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). REMIC I As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund segregated pool of assets consisting of the Group I Loans and certain other related assets (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofReserve Fund) subject to this Agreement as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofpurposes, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof such segregated pool of assets will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER "REMIC I." The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx XR-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests I Certificates will evidence "regular interests" in represent the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC will be evidenced by the Class LR CertificatesProvisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the Original Lower-Tier designation, remittance rate (the "Uncertificated REMIC I Pass- Through Rate") and initial Uncertificated Principal Amounts and per annum rates Balance for "regular interest" in REMIC I (the "REMIC I Regular Interest"). The "latest possible maturity date" (determined solely for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii)) for the REMIC I Regular Interest shall be the 360th Distribution Date. The REMIC I Regular Interest will not be certificated. Uncertificated LowerREMIC I Uncertificated REMIC I Latest Possible DESIGNATION Pass-Tier Through Rate Principal Balance Maturity Date REMIC I Regular Variable(1) $400,000,801.01 April 25, 2034 Interest A _______________ (1) Calculated as provided in the definition of Uncertificated REMIC I Pass-Through Rate. REMIC II As provided herein, the REMIC Administrator will make an election to treat the segregated pool of assets consisting of the Group II Loans and certain other related assets (exclusive of the Reserve Fund) subject to this Agreement as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as "REMIC II." The Class R-II Certificates will represent the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions under federal income tax law. The following table irrevocably sets forth the designation, remittance rate (the "Uncertificated REMIC II Pass-Through Rate") and initial Uncertificated Principal Balance for the "regular interest" in REMIC II (the "REMIC II Regular Interest"). The "latest possible maturity date" (determined solely for purposes of satisfying Treasury regulation Section 1.860G- 1(a)(4)(iii)) for the REMIC II Regular Interests shall be the 360th Distribution Date. The REMIC II Regular Interest will not be certificated. Uncertificated REMIC II Uncertificated REMIC II Latest Possible DESIGNATION Pass-Through Rate Principal Balance Maturity Date REMIC II Regular Variable(1) $700,002,165.91 April 25 ,2034 Interest B _______________ (1) Calculated as provided in the definition of Uncertificated REMIC II Pass-Through Rate. REMIC III As provided herein, the REMIC Administrator will make an election to treat the segregated pool of assets consisting of the REMIC I Regular Interest and the REMIC II Regular Interest and certain other related assets (exclusive of the Reserve Fund) subject to this Agreement as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes, and such segregated pool of assets will be designated as "REMIC III." The Class LR Certificates:R-III Certificates will represent the sole class of "residual interests" in REMIC III for purposes of the REMIC Provisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the designation, remittance rate (the "Uncertificated REMIC III Pass-Through Rate") and initial Uncertificated Principal Balance for each of the "regular interests" in REMIC III (the "REMIC III Regular Interests"). The "latest possible maturity date" (determined solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii)) for each REMIC III Regular Interest shall be the 360th Distribution Date. None of the REMIC III Regular Interests will be certificated.

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "“Certificates"”), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause will make, in accordance with Section 9.12, an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of the Class A-2FL Regular Interestas defined herein), the Swap Contractand subject to this Agreement, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a “REMIC”) for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein)“REMIC I”. The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part the “regular interests” in REMIC I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL CertificatesR-I Certificates will be the sole class of “residual interests” in REMIC I for purposes of the REMIC Provisions (as defined herein) under the federal income tax law. A segregated pool of assets consisting of the REMIC I Regular Interests will be designated as “REMIC II,” and the Trustee will make, respectivelyin accordance with Section 9.12, a separate REMIC election with respect thereto. LOWER-TIER REMIC The Class LA-1I-A-1, Class LA-1AI-A-2, Class LA-2II-A-1, Class LA-2FLII-A-2, Class LA-3M-1, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-JM-2, Class LBM-3, Class LX, Xxxxx XX, Xxxss LEB-1, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT B-2 and Class LNR Uncertificated Interests B-3 Certificates will evidence "be “regular interests" ” in REMIC II, and the LowerClass R-Tier REMIC created hereunder. The II Certificates will be the sole Class class of "“residual interests" in ” therein for purposes of the Lower-Tier REMIC will be evidenced by the Class LR CertificatesProvisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the Original Lowerdesignation, the REMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Amounts and per annum rates Balance and, for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for the each REMIC I Regular Interest. The REMIC I Regular Interests will not be certificated. REMIC I Regular Interest Designation REMIC I Pass-Through Rate Initial Uncertificated LowerPrincipal Balance Latest Possible Maturity Date(1) II-Tier Interests and the Class LR Certificates:SUB Variable(2) $ 1,146.49 September25,2035 II-GRP Variable(2) $ 38,213.49 September25,2035 ZZZ Variable(2) $ 463,312,977.78 September25,2035 _________________

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the entire segregated pool of assets described in the definition of Trust Fund Fund, and subject to this Agreement (exclusive of including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account Yield Maintenance Agreement and any payments thereunder and the proceeds thereofReserve Fund), as a real estate mortgage investment conduit (the "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-12 Certificates, Class A-13 Certificates, Class A-14 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated REMIC II Regular Interests Z will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated REMIC II Regular Interests Z. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table sets forth the Original Lowerdesignation, type, Pass-Tier Through Rate, aggregate Initial Certificate Principal Amounts Balance, Maturity Date, initial ratings and per annum rates certain features for each Class of interest for Certificates comprising the Uncertificated Lowerinterests in the Trust Fund created hereunder. AGGREGATE INITIAL CERTIFICATE MOODY'S/ DESIGNATION RATE BALANCE FEATURES(1) DATE POOR'S/FITCH DENOMINATIONS(2) Class A-1 6.00% $35,058,000 Senior/Fixed Rate February 2037 NA/AAA/AAA $100,000.00 Class A-2(3) 6.00% $2,942,000 Senior/Retail/Fixed Rate February 2037 NA/AAA/AAA $1,000.00 Class A-3 6.00% $50,000,000 Senior/PAC/Fixed Rate February 2037 NA/AAA/AAA $100,000.00 Class A-4 6.00% $65,000,000 Senior/PAC/Fixed Rate February 2037 NA/AAA/AAA $100,000.00 Class A-5 6.00% $38,348,000 Senior/PAC/Fixed Rate February 2037 NA/AAA/AAA $100,000.00 Variable Super Senior/Floater/ Class A-6 (3) Rate $125,425,000 Companion/Fixed Rate February 2037 Aaa/AAA/AAA $100,000.00 Variable Senior/Inverse Floater/ Class A-7 Rate Notional Interest Only/Fixed Rate February 2037 NA/AAA/AAA $1,000,000.00 Class A-8 6.00% $10,973,000 Senior/Fixed Rate February 2037 NA/AAA/AAA $100,000.00 Class A-9 6.00% $44,688,000 Senior/Lockout/Fixed Rate February 2037 NA/AAA/AAA $100,000.00 Class A-10 6.00% $2,530,000 Senior Support/Lockout/Fixed Rate February 2037 NA/AAA/AAA $100,000.00 Class A-11 5.75% $45,517,000 Senior/PAC/Fixed Rate February 2037 NA/AAA/AAA $100,000.00 Variable Class A-12 Rate Notional Senior/PAC/Interest Only/Fixed Rate February 2037 NA/AAA/AAA $1,000,000.00 Class A-13 6.00% $27,978,000 Senior/PAC/Fixed Rate February 2037 NA/AAA/AAA $100,000.00 Class A-14 6.00% $2,530,000 Senior/PAC/Fixed Rate February 2037 NA/AAA/AAA $100,000.00 Class A-Tier Interests and the P 0.00% $3,491,259 Senior/Principal Only February 2037 NA/AAA/AAA $100,000.00 Variable Class LR Certificates:A-V Rate Notional Senior/Interest Only/Variable Rate February 2037 NA/AAA/AAA $2,000,000.00 Class R-I 6.00% $100.00 Senior/Residual/Fixed Rate February 2037 NA/AAA/AAA (4) Class R-II 6.00% $100.00 Senior/Residual/Fixed Rate February 2037 NA/AAA/AAA (4) Class M-1 6.00% $9,444,500 Mezzanine/Fixed Rate February 2037 NA/NA/AA $100,000.00 Class M-2 6.00% $3,069,200 Mezzanine/Fixed Rate February 2037 NA/NA/A $250,000.00 Class M-3 6.00% $2,361,000 Mezzanine/Fixed Rate February 2037 NA/NA/BBB $250,000.00 Class B-1 6.00% $944,400 Subordinate/Fixed Rate February 2037 NA/NA/BB $250,000.00 Class B-2 6.00% $944,300 Subordinate/Fixed Rate February 2037 NA/NA/B $250,000.00 Class B-3 6.00% $944,453 Subordinate/Fixed Rate February 2037 NA/NA/NA $250,000.00 _________________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause will make, in accordance with Section 10.01, an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein) under the federal income tax law. A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the Trustee will make, in accordance with Section 10.01, a separate REMIC election with respect thereto. The Class X-0, Xxxxx X-0, Class A-3, Class A-4, Class A-5, Class A-6, Class A-7, Class X-0, Xxxxx X-0, Class M-1, Class M-1-X, Class M-2, Class M-2-X, Class M-3, Class B-1, Class B-2 and Class B-3 Certificates will be "regular interests" in REMIC II, and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Balance and, solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC I Regular Interests. None of the REMIC I Regular Interests will be certificated. Uncertificated REMIC I Initial Uncertificated Latest Possible Designation Pass-Tier Interests and the Class LR Certificates:Through Rate Principal Balance Maturity Date(1) ----------- ----------------- ----------------- ---------------- Uncertificated REMIC I 9.00% $68,900,000.00 January 25, 2030 Regular Interest N Uncertificated REMIC I 9.00% $70,000,000.00 January 25, 2030 Regular Interest O Uncertificated REMIC I 9.00% $33,548,430.00 January 25, 2030 Regular Interest P Uncertificated REMIC I 9.00% $36,500,000.00 January 25, 2030 Regular Interest Q Uncertificated REMIC I 0.00% $2,741,660.00 January 25, 2030 Regular Interest S Uncertificated REMIC I 9.00% $100.00 January 25, 2030 Regular Interest T Uncertificated REMIC I 9.00% $9,434,000.00 January 25, 2030 Regular Interest U Uncertificated REMIC I 9.00% $4,027,000.00 January 25, 2030 Regular Interest W REMIC I Regular Interest X 9.00% $1,725,000.00 January 25, 2030 REMIC I Regular Interest Y 9.00% $3,222,457.00 January 25, 2030 REMIC I IO Regular Interest Variable(2) $(3) January 25, 2030 ___________________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectivelyIn exchange for the Certificates, the "Certificates"), Depositor hereby conveys the Trust Estate to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence Trustee to create the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans")Trust. As provided herein, the Trustee shall elect or shall cause will make an election to be made to treat the Trust Fund (exclusive segregated pool of assets consisting of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account Mortgage Loans and the proceeds thereofcertain other related assets subject to this Agreement as a real estate investment conduit (a "REMIC") for federal income tax purposes purposes, and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC." as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWERUncertificated Lower-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Tier Interests will evidence represent the "regular interests" in the Lower-Tier REMIC created hereunderfor purposes of the REMIC Provisions. The Class 1-A-LR Certificate will represent the sole Class class of "residual interestsinterest" in the Lower-Tier REMIC will be evidenced by for purposes of the Class LR CertificatesREMIC Provisions. The following table sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for Trustee will make another election to treat the Uncertificated Lower-Tier Interests and the Mortgage Certificates as another REMIC for federal income tax purposes, and such segregated pool of assets will be designated as the "Upper-Tier REMIC." The Senior Certificates (other than the Class A-1/2, Class 1-A-R and Class 1-A-LR Certificates:) and the Class B Certificates are referred to collectively as the "Regular Certificates" and shall constitute "regular interests" in the Upper-Tier REMIC for purposes of the REMIC Provisions. The Class 1-A-1/2 and Class 2-A-1/2 Components (collectively, the "Components") shall also constitute "regular interests" in the Upper-Tier REMIC for purposes of the REMIC Provisions. The Class 1-A-R Certificate will represent the sole class of "residual interest" in the Upper-Tier REMIC for purposes of the REMIC Provisions. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the REMIC Certificate Maturity Date. Lower-Tier REMIC The following table sets forth the designation, the Lower-Tier REMIC Rate and the initial uncertificated principal balance or notional balance of such interest. None of the Uncertificated Lower-Tier Interests will be certificated. Uncertificated Lower-Tier Interest or Certificate Uncertificated Initial Uncertificated Corresponding Upper-Tier Class, Designation Lower-Tier REMIC Rate Balance Classes or Component -------------------------- --------------------- ---------------------- --------------------------------- LT1A1 5.50% $167,874,000.00 Class 1-A-1, Class 1-A-2, Class 1-A-3, Class 1-A-4, Class 1-A-5, Class 1-A-13, Class 1-A-14, Class 1-A-15, Class 1-A-18, Class 1-A-20, Class 1-A-21, Class 1-A-23, Class 1-A-24 and Class 1-A-25 LT1A6 5.50% $7,184,000.00 Class 1-A-6 and Class 1-A-7 LT1A8 5.50% $10,000,000.00 Class 1-A-8, Class 1-A-9 and Class 1-A-19 LT1A10 5.50% $7,502,000.00 Class 1-A-10 and Class 1-A-11 LT1A12 5.50% $24,662,000.00 Class 1-A-12 and Class 1-A-22 LT1A16 5.50% $28,125,000.00 Class 1-A-16 and Class 1-A-17 LT1A1/2 5.50% $25,025.00 Class 1-A-1/2 Component LT1AIO 5.50% (1) Class 30-IO LT1APO (2) $1,290,510.00 Class 30-PO LT1AR 5.50% $50.00 Class 1-A-R LT1B 5.50% $8,814,403.00 Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 1-A-LR (3) 5.50% $50.00 N/A

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the entire segregated pool of assets described in the definition of Trust Fund Fund, and subject to this Agreement (exclusive of including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), as a real estate mortgage investment conduit (the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof"REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein)purposes. The parties intend that the portion of the Trust Fund representing (i) the Excess InterestClass A-1 Certificates, the Excess Interest Distribution Account and the proceeds thereofClass A-2 Certificates, and (ii) the Class A-2FL Regular InterestA-3 Certificates, the Swap ContractClass A-4 Certificates, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-2FL Certificates, respectively. LOWERA-TIER V REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Regular Interests will evidence be "regular interests" in the Lower-Tier REMIC created hereunder. The and the Class R Certificates will be the sole Class class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the LowerUncertificated REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-Tier REMIC will reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be evidenced by a cross-reference to the Class LR Certificatesrelated section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table sets forth the Original Lowerdesignation, type, Pass-Tier Through Rate, aggregate Initial Certificate Principal Amounts Balance, Maturity Date, initial ratings and per annum rates certain features for each Class of interest for Certificates comprising the Uncertificated Lowerinterests in the Trust Fund created hereunder. Aggregate Initial Features1 Pass-Tier Interests Through Certificate Principal Maturity Moody's/ Mixxxxx XESIGNATION Rate Balance Date Fitch Denominations2 Senior/Accretion Class A-1 7.00% $ 75,000,000.00 Directed April 25, 2031 Aaa/AAA $25,000 Senior/Accretion Class A-2 7.00% $ 12,638,000.00 Directed April 25, 2031 Aaa/AAA $25,000 Class A-3 7.00% $ 12,712,000.00Super Senior/AccrualApril 25, 2031 Aaa/AAA $25,000 Class A-4 7.00% $ 25,780,000.00 Senior/Lockout April 25, 2031 Aaa/AAA $25,000 Senior/Accretion Class A-5 7.00% $ 1,500,000.00 Directed April 25, 2031 Aaa/AAA $25,000 Class A-6 7.00% $ 140,000.00Senior Support/LockoApril 25, 2031 Aaa/AAA $25,000 Senior/Accretion Class A-7 7.00% $ 86,953,000.00 Directed April 25, 2031 Aaa/AAA $25,000 Senior/Accretion Class A-8 7.00% $ 35,000,000.00 Directed April 25, 2031 Aaa/AAA $25,000 Senior/Principal Class A-P 0.00% $ 196,484.28 Only April 25, 2031 Aaa/AAA $25,000 Class A-V Variable Rate $ 0.00Senior/Interest OnlyApril 25, 2031 Aaa/AAA 20% Class R 7.00% $ 100.00 Senior/Residual April 25, 2031 Aaa/AAA 20% Class M-1 7.00% $ 4,274,100.00 Mezzanine April 25, 2031 N/A/AA $25,000 Class M-2 7.00% $ 1,942,300.00 Mezzanine April 25, 2031 N/A/A $250,000 Class M-3 7.00% $ 1,165,500.00 Mezzanine April 25, 2031 N/A/BBB $250,000 Class B-1 7.00% $ 647,400.00 Subordinate April 25, 2031 N/A/BB $250,000 Class B-2 7.00% $ 518,000.00 Subordinate April 25, 2031 N/A/B $250,000 Class B-3 7.00% $ 518,024.91 Subordinate April 25, 2031 N/A $250,000 The Mortgage Loans have an aggregate principal balance as of the Cut-off Date of $258,984,909.19. In consideration of the mutual agreements herein contained, the Company, the Master Servicer and the Class LR Certificates:Trustee agree as follows: ____________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")Classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be Fund created hereunder. The Certificates will consist of twelve Classes of Certificates, designated as (i) the primary assets Class A-1, Class A-2 and Class A-IO Certificates, (ii) the Class M-1 and Class M-2 Certificates, (iii) the Class B-1 and Class B-2 Certificates, (iv) the Class N Certificates, (v) the Class X Certificates and (vi) the Class R-1, Class R-2 and Class R-3 Certificates. The Depositor hereby assigns to the Trustee, acting on behalf of which will be a pool the Certificateholders its interests and rights in the Mortgage Loans (exclusive of commercial, multifamily and manufactured housing community mortgage loans (the "any Arrearage in respect of Delinquent Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause an election to be made will make multiple elections to treat the Trust Fund (exclusive segregated pools of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) assets subject to this Agreement for federal income tax purposes as two five separate real estate mortgage investment conduits (the each, a "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that following provisions in the portion Preliminary Statement are intended to cause all interest and principal collection in respect of the Trust Fund representing (i) Mortgage Loans to be distributed from the Excess InterestSubsidiary REMIC to the Middle REMIC, from the Excess Interest Distribution Account Middle REMIC to the Master REMIC, from the Master REMIC to each Class of Certificates and the proceeds thereof, and (ii) to the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates B-2 REMIC and the Class A-2FL X/N REMIC, and from the Class B-2 REMIC and Class X/N REMIC to each of the Class B-2 Certifcates and Class X Certificates, respectively. LOWER-TIER The Preliminary Statement will be interpreted and applied consistently with such intent. The Trustee will seek guidance from Tax Counsel to the extent that it believes that any of the subsequent provisions are inconsistent with the foregoing to reconcile or eliminate such inconsistency. The Subsidiary REMIC As provided herein, the Trustee will make an election to treat the segregated pool of assets consisting of the Mortgage Loans (exclusive of the Basis Risk Reserve Fund and any monies received pursuant to the Interest Rate Cap Agreement) subject to this Agreement as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as the "Subsidiary REMIC." The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests R-1a Interest will evidence "regular interests" in represent the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in the Lower-Tier Subsidiary REMIC will be evidenced by for purposes of the Class LR CertificatesREMIC Provisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the Original Lower-Tier designation, the initial Uncertificated Principal Amounts Balance and per annum rates of interest for the Uncertificated LowerSubsidiary REMIC Pass-Tier Through Rate of each Subsidiary REMIC Regular Interest. None of the Subsidiary REMIC Regular Interests and the Class LR Certificates:will be certificated. Uncertificated Uncertificated Subsidiary REMIC -6-

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates This Agreement amends and restates the Pooling and Servicing Agreement, dated September 1, 1998, among NationsLink Funding Corporation, as Depositor, NationsBank N.A., as Mortgage Loan Seller, Bank of America NT&SA, as Additional Warranting Party, Midland Loan Services, Inc., as Master Servicer, Lennar Partners, Inc., as Special Servicer, and Norwest Bank Minnesota, National Association, as Trustee and REMIC Administrator (collectively, the "Original Pooling Agreement"). This Amended and Restated Pooling and Servicing Agreement is being executed at the direction of Holders of Certificates entitled to 100% of the Voting Rights allocated to the Class X-0, Xxxxx X-0, Class X, Class B, Class C, Class D, Class E and Class F Certificates as issued under the Original Pooling Agreement (the "Original Certificates"), and with the agreement of all of the parties hereto, for the purpose of (i) causing such Classes to be restructured, including without limitation by setting new pass-through rates with respect thereto and by providing for the Interest Reserve Account as set forth herein, (ii) making, in connection with such restructuring, an additional REMIC election with respect to the Trust Fund and (iii) providing for the book-entry registration of the newly created Classes of Certificates. The Depositor issued hereunder in multiple classes (eachthe Original Certificates on September 25, a "Class")1998, which pursuant to the Original Pooling Agreement. Interests in the aggregate Trust established by the Original Pooling Agreement corresponding to the Class A-1, Class A-2, Class X, Class B, Class C, Class D, Class E and Class F Certificates being issued under this amended and restated agreement (the "New Certificates") were issued to the Mortgage Loan Seller in partial consideration for the Mortgage Loans. Effective on the Sequel Closing Date, the Mortgage Loan Seller will transfer such interests to the Depositor, and the Depositor will transfer such interests to the Trustee in exchange for the New Certificates and the Class R-III Certificates. No changes from the Original Pooling Agreement are made hereby with respect to the Class G, Class H, Class J and Class K Certificates (the "Unaffected Certificates") and the Class R-I and Class R-II Certificates and in this and every other respect, except as expressly amended hereby, the Original Pooling Agreement continues in full force and effect as amended and restated hereby. The New Certificates, together with the Unaffected Certificates and the Residual Certificates, collectively evidence the entire beneficial ownership interest in the trust fund (Trust. It is the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause an election to be made to treat the Trust Fund (exclusive intention of the Class A-2FL Regular Interestparties, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion each of the Trust Fund representing parties hereto acknowledges, that this amendment and restatement of the Original Pooling Agreement shall in no way affect the rights or obligations of a Subservicer under the Amended and Restated Master Subservicing Agreement for Securitization Transactions, dated as of March 25, 1998, among NationsBank, N.A., Bankers Mutual, a division of Franchise Mortgage Acceptance Company (i) the Excess Interestsuccessor in interest to Bankers Mutual Mortgage, the Excess Interest Distribution Account Inc.), Berkshire Mortgage Finance Corporation, First Security Bank, N.A., X.X. Xxxxxx & Company, Midland Loan Services, Inc. (successor in interest to Midland Loan Services, L.P.), Patrician Financial Company Limited Partnership and the proceeds thereofWMF Washington Mortgage Corp. (successor in interest to Washington Mortgage Financial Group, Ltd.), as supplemented by Subservicer Addition Agreements dated September 25, 1998 executed by ARCS Commercial Mortgage Co., L.P., a California limited partnership, and (ii) Bank of America NT&SA, and as made applicable to the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented securitization transaction contemplated by this Agreement by the Class S Certificates and the Class A-2FL Certificatesrelated Confirmation, respectively. LOWER-TIER REMIC The Class LA-1dated as of September 25, Class LA-1A1998, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced executed by the Class LR Certificates. The following table sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and the Class LR Certificates:all such parties.

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates")certificates, to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the a trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Trust Mortgage Loans"). As provided herein, the Trustee shall will elect or shall cause an election to be made to treat the segregated pool of assets consisting of all of the Trust Fund Mortgage Loans (exclusive of that portion of the Class A-2FL Regular interest payments on the Trust Mortgage Loans that constitutes Additional Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account ) and the proceeds thereof) certain other related assets subject to this Agreement as a REMIC for federal income tax purposes purposes, and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the REMIC I"Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part R-I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions under federal income tax law. For federal income tax purposes, each REMIC I Regular Interest will be evidenced by designated as a separate "regular interest" in REMIC I for purposes of the REMIC Provisions under federal income tax law. None of the REMIC I Regular Interests will be certificated. As provided herein, the Trustee will elect to treat the segregated pool of assets consisting of all of the REMIC I Regular Interests as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as "REMIC II". The Class R-II Certificates will evidence the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions under federal income tax law. For federal income tax purposes, each Class of the Regular Certificates (or, in the case of the Class LR X Certificates, each Class X Component thereof), the Class A-3FL REMIC II Regular Interest and the Class A-4L REMIC II Regular Interest, will be designated as a separate "regular interest" in REMIC II for purposes of the REMIC Provisions under federal income tax law. The following table sets forth forth: (i) the class designation of each Class of Sequential Pay Certificates; (ii) the Original LowerClass Principal Balance for each Class of Sequential Pay Certificates; (iii) the corresponding REMIC I Regular Interest (the "Corresponding REMIC I Regular Interest") for each Class of Sequential Pay Certificates; and (iv) the initial REMIC I Principal Balance of each such Corresponding REMIC I Regular Interest. -------------------------------------------------------------------------------- Corresponding Class Original Class REMIC I Initial REMIC I Designation Principal Balance Regular Interest Principal Balance -------------------------------------------------------------------------------- Class A-1 $ 65,000,000 LA-1 $ 65,000,000 -------------------------------------------------------------------------------- Class A-2 $ 337,500,000 LA-2 $ 337,500,000 -------------------------------------------------------------------------------- Class A-3 $ 66,150,000 LA-3 $ 66,150,000 -------------------------------------------------------------------------------- Class A-3FL(1) $ 105,150,000 LA-3FL $ 105,150,000 -------------------------------------------------------------------------------- Class A-3B $ 75,000,000 LA-3B $ 75,000,000 -------------------------------------------------------------------------------- Class A-Tier SB $ 121,000,000 LA-SB $ 121,000,000 -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Corresponding Class Original Class REMIC I Initial REMIC I Designation Principal Amounts and per annum rates of interest for the Uncertificated LowerBalance Regular Interest Principal Balance -------------------------------------------------------------------------------- Class A-4 $ 489,483,000 LA-4 $ 489,483,000 -------------------------------------------------------------------------------- Class A-1A $ 240,000,000 LA-1A $ 240,000,000 -------------------------------------------------------------------------------- Class AM $ 214,183,000 XXX $ 214,183,000 -------------------------------------------------------------------------------- Class AJ $ 82,056,000 LAJ $ 82,056,000 -------------------------------------------------------------------------------- Class AN-Tier Interests and the FL(2) $ 100,000,000 LAN-FL $ 100,000,000 -------------------------------------------------------------------------------- Class LR Certificates:B $ 50,868,000 LB $ 50,868,000 -------------------------------------------------------------------------------- Class C $ 21,419,000 LC $ 21,419,000 -------------------------------------------------------------------------------- Class D $ 29,450,000 LD $ 29,450,000 -------------------------------------------------------------------------------- Class E $ 16,064,000 LE $ 16,064,000 -------------------------------------------------------------------------------- Class F $ 24,095,000 LF $ 24,095,000 -------------------------------------------------------------------------------- Class G $ 16,064,000 LG $ 16,064,000 -------------------------------------------------------------------------------- Class H $ 26,773,000 LH $ 26,773,000 -------------------------------------------------------------------------------- Class J $ 5,354,000 LJ $ 5,354,000 -------------------------------------------------------------------------------- Class K $ 5,355,000 LK $ 5,355,000 -------------------------------------------------------------------------------- Class L $ 8,032,000 LL $ 8,032,000 -------------------------------------------------------------------------------- Class M $ 2,677,000 LM $ 2,677,000 -------------------------------------------------------------------------------- Class N $ 8,032,000 LN $ 8,032,000 -------------------------------------------------------------------------------- Class P $ 5,355,000 LP $ 5,355,000 -------------------------------------------------------------------------------- Class Q $ 26,773,151 LQ $ 26,773,151 --------------------------------------------------------------------------------

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the entire segregated pool of assets described in the definition of Trust Fund, and subject to this Agreement (including the Mortgage Loans but excluding the Initial Monthly Payment Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofYield Maintenance Agreements and any payments thereunder), as a real estate mortgage investment conduit (the "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC Regular I of subchapter J of the Code and that the beneficial interests therein Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-12 Certificates, Class A-13 Certificates, Class A-14 Certificates, Class A-15 Certificates, Class A-16 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated REMIC II Regular Interests Z will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated REMIC I Regular Interests Z. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table sets forth the Original Lowerdesignation, type, Pass-Tier Through Rate, aggregate Initial Certificate Principal Amounts Balance, Maturity Date, initial ratings and per annum rates certain features for each Class of interest for Certificates comprising the Uncertificated Lowerinterests in the Trust Fund created hereunder. AGGREGATE INITIAL CERTIFICATE DESIGNATION RATE BALANCE FEATURES(1) DATE MOODY'S/S&P/FITC DENOMINATIONS(2) Class A-1 6.00% $10,000,000 Senior/Fixed Xxxx July 2036 Aaa/AAA/AAA $100,000.00 Class A-2 6.00% $20,000,000 Senior/Fixed Rate July 2036 Aaa/AAA/AAA $100,000.00 Class A-3(3) Variable $50,000,000 Senior/Floater/Adjustable Rate July 2036 Aaa/AAA/AAA $100,000.00 Rate Senior/Inverse Floater/ Class A-4(3) Variable ------------------------------------ Rate Notional Interest Only/Adjustable Rate July 2036 Aaa/AAA/AAA $1,000,000.00 Class A-5(4) Variable $25,000,000 Senior/Floater/Adjustable Rate July 2036 Aaa/AAA/AAA $100,000.00 Rate Class A-6(4) Variable Notional Senior/Inverse Floater/ July 2036 Aaa/AAA/AAA $1,000,000.00 Rate Interest Only/Adjustable Rate Class A-7(5) Variable $5,000,000 Senior/Floater/Adjustable Rate July 2036 Aa1/AAA/AAA $100,000.00 Rate Class A-8(5) Variable $208,333 Senior/Inverse Floater/Adjustable July 2036 Aaa/AAA/AAA $100,000.00 Rate Rate Class A-9 6.00% $140,586,000 Super Senior/Fixed Rate July 2036 Aaa/AAA/AAA $100,000.00 Class A-10 6.00% $9,754,000 Super Senior/Fixed Rate July 2036 Aaa/AAA/AAA $100,000.00 Class A-11 6.00% $57,500,000 Senior/Retail/Fixed Rate July 2036 Aaa/AAA/AAA $1,000.00 Class A-12 6.00% $102,866,700 Super Senior/Fixed Rate July 2036 Aaa/AAA/AAA $100,000.00 Class A-13 6.00% $64,933,000 Super Senior/Accretion Directed/ July 2036 Aaa/AAA/AAA $100,000.00 Fixed Rate Class A-14 6.00% $25,000,000 Super Senior/Accrual/Fixed Rate July 2036 Aaa/AAA/AAA $100,000.00 Class A-15 6.00% $50,849,000 Super Senior/Lockout/Fixed Rate July 2036 Aaa/AAA/AAA $100,000.00 Class A-16 6.00% $14,502,000 Super Senior/Lockout/Fixed Rate July 2036 Aaa/AAA/AAA $100,000.00 Class A-Tier Interests and the P 0.00% $2,070,240 Senior/Principal Only July 2036 Aaa/AAA/AAA $100,000.00 Class LR Certificates:A-V Variable Notional Senior/Interest Only/Variable Rate July 2036 Aaa/AAA/AAA $2,000,000.00 Rate Class R-I 6.00% $100.00 Senior/Residual/Fixed Rate July 2036 Aaa/AAA/AAA (6) Class R-II 6.00% $66.66 Senior/Residual/Fixed Rate July 2036 Aaa/AAA/AAA (4) Class M-1 6.00% $11,691,400 Mezzanine/Fixed Rate July 2036 NA/NA/AA $100,000.00 Class M-2 6.00% $3,597,300 Mezzanine/Fixed Rate July 2036 NA/NA/A $250,000.00 Class M-3 6.00% $2,398,200 Mezzanine/Fixed Rate July 2036 NA/NA/BBB $250,000.00 Class B-1 6.00% $1,199,100 Subordinate/Fixed Rate July 2036 NA/NA/BB $250,000.00 Class B-2 6.00% $1,199,100 Subordinate/Fixed Rate July 2036 NA/NA/B $250,000.00 Class B-3 6.00% $1,199,233 Subordinate/Fixed Rate July 2036 NA/NA/NA $250,000.00

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be Fund created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall will elect or shall cause an election to be made to treat the Trust Fund (exclusive segregated pool of assets consisting of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account Mortgage Loans and the proceeds thereof) certain other related assets subject to this Agreement as a REMIC for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofpurposes, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof such segregated pool of assets will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER "REMIC I." The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx XR-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests I Certificates will evidence "regular interests" in represent the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in REMIC I for purposes of the LowerREMIC Provisions under federal income tax law. REMIC I Regular Interest A will have an initial Uncertificated Balance equal to 98.36% of the Cut-Tier off Date Pool Arrearage and will not bear interest. Each of the other 7,520 REMIC I Regular Interests will have an initial Uncertificated Balance equal to the Stated Principal Balance of the related Mortgage Loan as of the Cut-off Date and shall accrue interest at the related REMIC I Remittance Rate. Solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" of the REMIC I Regular Interests shall be August 25, 2034. None of the REMIC I Regular Interests will be evidenced by certificated. As provided herein, the Trustee will elect to treat the segregated pool of assets consisting of the REMIC I Regular Interests as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as "REMIC II." The Class LR CertificatesR-II Certificates will represent the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions under federal income tax law. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates designation, the REMIC II Remittance Rate, the initial Uncertificated Balance and, solely for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the latest possible maturity date for each of the Uncertificated Lower-Tier REMIC II Regular Interests. None of the REMIC II Regular Interests and the Class LR Certificates:will be certificated.

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund. As provided herein, the REMIC Administrator will make an election to treat the entire segregated pool of assets described in the definition of REMIC I (as defined herein), and subject to this Agreement (including the Group I Loans but excluding the Rounding Account, the Reserve Fund and the Initial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") to be created hereunder, the primary for federal income tax purposes and such segregated pool of assets of which will be a pool designated as "REMIC I." The REMIC I Regular Interests will be "regular interests" in REMIC I and the Class R-I Certificates will be the sole class of commercial, multifamily and manufactured housing community mortgage loans "residual interests" in REMIC I for purposes of the REMIC Provisions (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC II (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestGroup II Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein "REMIC II." The REMIC II Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC II and the LowerClass R-Tier REMIC created hereunder. The II Certificates will be the sole Class class of "residual interests" in REMIC II for purposes of the Lower-Tier REMIC Provisions). A segregated pool of assets consisting of the REMIC I Regular Interests and the REMIC II Regular Interests will be evidenced by designated as "REMIC III" and the REMIC Administrator will make a separate REMIC election with respect thereto. The REMIC III Regular Interests will be "regular interests" in REMIC III and the Class LR R-III Certificates will be the sole class of "residual interests" in REMIC III for purposes of the REMIC Provisions. A segregated pool of assets consisting of the Uncertificated REMIC III Regular Interests will be designated as "REMIC IV" and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A-1 Certificates, Class I-A-2 Certificates, Class I-A-3 Certificates, Class I-A-4 Certificates, Class I-A-5 Certificates, Class I-A-6 Certificates, Class I-A-7 Certificates, Class I-A-8 Certificates, Class I-A-P Certificates, Class II-A-1 Certificates, Class II-A-2 Certificates, Class II-A-3 Certificates, Class II-A-4 Certificates, Class II-A-5 Certificates, Class II-A-6 Certificates, Class II-A-7 Certificates, Class II-A-8 Certificates, Class II-A-P Certificates, Class I- M-1 Certificates, Class I-M-2 Certificates, Class I-M-3 Certificates, Class II-M-1 Certificates, Class II-M-2 Certificates, Class II-M-3 Certificates, Class I-B-1 Certificates, Class I-B-2 Certificates, Class I-B-3 Certificates, Class II-B-1 Certificates, Class II-B-2 Certificates, Class II-B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC IV and the Class R-IV Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class I-A-V and Class II-A-V Certificates or any Subclass thereof issued pursuant to Section 5.01(c) will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests represented by such Class or Subclass as of the day immediately preceding such Distribution Date (or, with respect to the initial Distribution Date, at the close of business on the Cut-off Date). The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC I Regular Interests. None of the REMIC I Regular Interests will be certificated. Uncertificated Initial Uncertificated Latest REMIC-Tier Interests and the Class LR Certificates:I-Pass Principal-Balance Possible-Maturity(1) Designation Through Rate ---------------------------------------------- ---------------------------------------------------- REMIC I Regular Interest A 5.25% $ 307,765,342.22 April 25, 2034 REMIC I Regular Interest I-A-P 0.00% $ 401,099.86 April 25, 2034 REMIC I I-A-V Regular (2) $ (3) April 25, 2034 Interests

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage passFDIC REMIC Trust 1996-through certificates C1 Commercial Mortgage Pass-Through Certificates, Series 1996-C1 (collectively, the "Certificates"), to will be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall will elect or shall will cause an election to be made made, as required by federal law (and, if applicable, state law), in order that the segregated pool of assets, consisting of Mortgage Assets and certain other related assets subject to treat the Trust Fund (exclusive of the Class A-2FL Regular Interestthis Agreement, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) be treated for federal (and, if applicable, state) income tax purposes as two separate a real estate mortgage investment conduits conduit (the a "Upper-Tier REMIC" "), and such segregated pool of assets will be designated as the "Lower-Tier REMIC" as described herein)". The parties intend that Seven uncertificated partial undivided beneficial ownership interests in the portion assets of the Trust Fund representing Lower-Tier REMIC (i) the Excess Interestcollectively, the Excess Interest Distribution Account and the proceeds thereof, and (ii"Uncertificated Regular Interests") the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The REMIC, and the Class R-LT Certificates will be the sole Class class of "residual interests" in the Lower-Tier REMIC, for purposes of the REMIC Provisions. The segregated pool of assets consisting of the Uncertificated Regular Interests will be evidenced by designated as the "Upper-Tier REMIC", and the Trustee will make, or cause to be made, a separate REMIC election with respect thereto. The Class I-A, Class I-B, Class I-C and Class I-D Certificates (collectively, the "Sub-Pool I Certificates"), the Class LR II-A, Class II-B and Class II-C Certificates (collectively, the "Sub-Pool II Certificates"), the Class I-XS Certificates and the Class II-XS Certificates will be the "regular interests" in the Upper-Tier REMIC, and the Class R-UT Certificates will be the sole class of "residual interests" in the Upper-Tier REMIC, for purposes of the REMIC Provisions; provided, however, that the portion of the Sub-Pool II Certificates consisting of the Contract Rights (as defined in Section 1.01) shall not be designated as REMIC regular interests. The following table irrevocably sets forth the Original Lower-Tier designation, initial Uncertificated Principal Amounts Balance and per annum rates of interest Latest Possible Maturity Date for the Uncertificated LowerRegular Interests. Initial Uncertified Designation Principal Balance Latest Possible Maturity Date(1) ----------- ----------------- -------------------------------- Uncertificated Regular Interest I-Tier Interests and the Class LR Certificates:A $445,218,000 May 25, 2026 Uncertificated Regular Interest I-B $ 32,979,000 May 25, 2026 Uncertificated Regular Interest I-C $ 27,483,000 May 25, 2026 Uncertificated Regular Interest I-D $ 43,972,693 May 25, 2026 Uncertificated Regular Interest II-A $140,168,000 November 25, 2026 Uncertificated Regular Interest II-B $ 15,018,000 November 25, 2026 Uncertificated Regular Interest II-C $ 11,680,806 November 25, 2026

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")Classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall will elect or shall cause an election to be made to treat that the Trust Fund (Fund, exclusive of the Class A-2FL A-2F Regular Interest, the Swap ContractDocuments, the Floating Rate Account, the Excess Interest, Interest and the Excess Interest Distribution Account and the proceeds thereof) Account, be treated for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I" and the "Lower-Tier REMICREMIC II" as described hereinherein respectively). The parties intend that the portion of the Trust Fund representing (i) the Excess InterestClass A-1, the Excess Interest Distribution Account Class A-2, Class XC, Class XP, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class J, Class K, Class L, Class M, Class N, Class O, Class P and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Q Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence A-2F Regular Interest constitute "regular interests" in REMIC II, and the LowerClass R-Tier II Certificates constitute the sole Class of "residual interest" in REMIC created hereunderII for purposes of the REMIC Provisions. The Uncertificated Interests listed in this Preliminary Statement under the heading "Corresponding REMIC I Regular Interests" constitute "regular interests" in REMIC I and the Class R-I Certificates constitute the sole Class of "residual interests" in REMIC I created hereunder for purposes of the Lower-Tier REMIC will be evidenced by Provisions. The portion of the Trust Fund consisting of the (i) the Class LR CertificatesA-2F Regular Interest and the Swap Documents, and all payments thereunder, (ii) the Floating Rate Account and all amounts held from time to time in the Floating Rate Account; (iii) Excess Interest and (iv) the Excess Interest Distribution Account shall be treated as a grantor trust (the "Grantor Trust") for federal income tax purposes. The Class Q Certificates represent beneficial interests in the portion of the Grantor Trust representing Excess Interest and the Excess Interest Distribution Account for federal income tax purposes. The Class A-2F Certificates will represent beneficial interests in the portion of the Grantor Trust representing the Class A-2F Regular Interest, the Swap Documents and the Floating Rate Account for federal income tax purposes. The following table sets forth the Original Lowerdesignation, the Pass-Tier Through Rate, and the Initial Class Principal Amounts and per annum rates Balance for each of interest for the Uncertificated Lower-Tier Interests Classes of REMIC II Regular Certificates and the Class LR A-2F Certificates:: Initial Initial Class Designation Pass-Through Rate Principal Balance ----------- ----------------- ----------------- Class A-1 4.9070% per annum $131,224,107 Class A-2 5.7870% per annum $563,136,797 Class A-2F LIBOR + 0.45% $ 37,500,000 Class B 6.0100% per annum $ 37,531,329 Class C 6.1100% per annum $ 9,382,832 Class D 6.1880% per annum $ 11,728,540 Class E 6.2280% per annum $ 18,765,664 Class F 6.3260% per annum $ 11,728,540 Class G 6.6690% per annum $ 14,074,248 Class H 6.7690% per annum $ 14,074,248 Class J 7.1660% per annum(1) $ 11,728,541 Class K 6.1500% per annum $ 18,765,664 Class L 6.1500% per annum $ 14,074,248 Class M 6.1500% per annum $ 7,037,124 Class N 6.1500% per annum $ 11,728,540 Class O 6.1500% per annum $ 4,691,416 Class P 6.1500% per annum $ 4,691,416 Class Q 6.1500% per annum $ 16,419,957 Class XC Variable(2) $501,273,702(3) Class XP Variable(2) $938,283,211(3) ---------------------------------

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-12 Certificates, Class A-13 Certificates, Class A-14 Certificates, Class A-15 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. Uncertificated REMIC I Pass-Tier Through Initial Uncertificated Latest DESIGNATION Rate Principal Balance Possible Maturity(1) REMIC I Regular Interest 5.00% U $50,000,000.00 December 25, 2032 REMIC I Regular Interest 6.00% V $193,300,012.57 December 25, 2032 REMIC I Regular Interest 4.25% W $26,178,236.00 December 25, 2032 REMIC I Regular Interest 8.50% X $18,324,764.00 December 25, 2032 REMIC I Regular Interest 8.50% Y $20,000,000.00 December 25, 2032 REMIC I Regular Interest 0.00% Z $2,371,569.13 December 25, 2032 REMIC I December 25, 2032 IO Regular Interests and the Class LR Certificates:Variable (2) N/A(3) ___________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates")certificates, to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the a trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Trust Mortgage Loans"). As provided herein, the Trustee shall will elect or shall cause an election to be made to treat the segregated pool of assets consisting of all of the Trust Fund Mortgage Loans (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate AccountBroker Strip, the Excess Servicing Strip and that portion of the interest payments on the Trust Mortgage Loans that constitutes Additional Interest, the Excess Interest Distribution Account ) and the proceeds thereof) certain other related assets subject to this Agreement as a REMIC for federal income tax purposes purposes, and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the REMIC I"Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part R-I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions under federal income tax law. For federal income tax purposes, each REMIC I Regular Interest will be evidenced by designated as a separate "regular interest" in REMIC I for purposes of the REMIC Provisions under federal income tax law. None of the REMIC I Regular Interests will be certificated. As provided herein, the Trustee will elect to treat the segregated pool of assets consisting of all of the REMIC I Regular Interests as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as "REMIC II". The Class R-II Certificates will evidence the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions under federal income tax law. For federal income tax purposes, each Class of the Regular Certificates (or, in the case of the Class LR X Certificates, each Class X Component thereof) will be designated as a separate "regular interest" in REMIC II for purposes of the REMIC Provisions under federal income tax law. The following table sets forth forth: (i) the class designation of each Class of Sequential Pay Certificates; (ii) the Original LowerClass Principal Balance for each Class of Sequential Pay Certificates; (iii) the corresponding REMIC I Regular Interest (the "Corresponding REMIC I Regular Interest") for each Class of Sequential Pay Certificates; and (iv) the initial REMIC I Principal Balance of each such Corresponding REMIC I Regular Interest. -------------------------- ------------------------ ------------------------------- ---------------------------------------- Corresponding Class Original Class REMIC I Initial REMIC I Designation Principal Balance Regular Interest Principal Balance -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class A-1 $ 53,845,000 LA-1 $ 53,845,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class A-2 $ 88,159,000 LA-2 $ 88,159,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class A-3 $ 54,481,000 LA-3 $ 54,481,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class A-Tier SB $ 91,905,000 LA-SB $ 91,905,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class A-4 $ 734,750,000 LA-4 $ 734,750,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class A-1A $ 265,873,000 LA-1A $ 265,873,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class AM $ 184,145,000 XXX $ 184,145,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- -------------------------- ------------------------ ------------------------------- ---------------------------------------- Corresponding Class Original Class REMIC I Initial REMIC I Designation Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and the Balance Regular Interest Principal Balance -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class LR Certificates:AJ $ 138,108,000 LAJ $ 138,108,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class B $ 36,829,000 LB $ 36,829,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class C $ 16,113,000 LC $ 16,113,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class D $ 32,225,000 LD $ 32,225,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class E $ 18,415,000 LE $ 18,415,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class F $ 29,923,000 LF $ 29,923,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class G $ 18,415,000 LG $ 18,415,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class H $ 20,716,000 LH $ 20,716,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class J $ 9,207,000 LJ $ 9,207,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class K $ 4,604,000 LK $ 4,604,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class L $ 6,905,000 LL $ 6,905,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class M $ 2,302,000 LM $ 2,302,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class N $ 4,604,000 LN $ 4,604,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class P $ 4,603,000 LP $ 4,603,000 -------------------------- ------------------------ ------------------------------- ---------------------------------------- Class Q $ 25,320,786 LQ $ 25,320,786 -------------------------- ------------------------ ------------------------------- ----------------------------------------

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated Lower-Tier REMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests and the Class LR Certificates:will be certificated. Uncertificated REMIC I Pass- Initial Uncertificated Latest Designation Through Rate Principal Balance Possible Maturity(1) ----------- ------------ ------------------------ -------------------- Uncertificated REMIC I 6.75% $84,727,000.00 May 25, 2031 Regular Interest R Uncertificated REMIC I 6.75% $13,107,000.00 May 25, 2031 Regular Interest S Uncertificated REMIC I 6.75% $88,918,595.00 May 25, 2031 Regular Interest T Uncertificated REMIC I 6.75% $86,272,000.00 May 25, 2031 Regular Interest V Uncertificated REMIC I 0.00% $ 2,022,405.00 May 25, 2031 Regular Interest W Uncertificated REMIC I 6.75% $ 9,256,275.40 May 25, 2031 Regular Interest X Uncertificated REMIC I 0% $ 482,602.33 May 25, 2031 Regular Interest Y Uncertificated REMIC I Variable (2) N/A(3) May 25, 2031 IO Regular Interests -------------------

PRELIMINARY STATEMENT. It is the intention of the parties hereto to establish a trust pursuant to this Agreement. LaSalle Bank National Association is hereby appointed and does hereby agree to act as Trustee hereunder and, in such capacity, to hold the Trust Fund in trust for the exclusive use and benefit of all present and future Certificateholders and the Certificate Insurer. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")Classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall will elect or shall cause an election to be made to treat that the Trust Fund (Fund, exclusive of the Class A-2FL Regular Interest, Expense Reserve Fund and the Swap Contract, the Floating Rate Net Proceeds Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) be treated for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I" and "REMIC II," respectively). The Class X-0, Xxxxx X-0, Class A-3, Class A-4, Class X, Class B, Class C, Class D, Class E, and Class F Certificates constitute "regular interests" in REMIC II, and the Class R-II Certificates constitute the sole class of "Lowerresidual interest" in REMIC II for purposes of the REMIC Provisions. The Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LB, Class LC, Class LD, Class LE and Class LF Uncertificated Interests constitute "regular interests" in REMIC I and the Class R-Tier REMICI Certificates constitute the sole class of "residual interest" as described herein)in REMIC I created hereunder for purposes of the REMIC Provisions. The parties intend that the portion of the Trust Fund representing (i) constituting the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will Expense Reserve Fund be treated as a grantor trust under subpart E of Part I of subchapter J an "outside reserve fund" beneficially owned by Capital Lease Funding, L.P. within the meaning of the Code REMIC Provisions and that the beneficial interests therein will portion of the Trust Fund constituting the Net Proceeds Account be represented treated as an "outside reserve fund" beneficially owned by the Class S Certificates and Certificate Insurer within the Class A-2FL Certificates, respectively. LOWER-TIER meaning of the REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR CertificatesProvisions. The following table sets forth the Original Lowerdesignation, the Pass-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests Through Rate, and the Initial Class LR Principal Balance for each of the Classes of REMIC II Regular Certificates:. Initial Class Designation Pass-Through Rate Principal Balance ----------- ----------------- ----------------- Class A-1 6.730% per annum(1) $ 29,132,000 Class A-2 7.000% per annum(1) $ 25,481,000 Class A-3 7.000% per annum(1) $ 110,676,000 Class A-4 7.000% per annum(1) $ 154,811,000 Class X 0.1290% per annum(2) $ 320,100,000(3) Class B 7.1044% per annum(4) $ 16,292,000 Class C 7.1044% per annum(4) $ 15,334,000 Class D 7.1044% per annum(4) $ 24,918,000 Class E 7.1044% per annum(4) $ 3,834,000 Class F 7.1044% per annum(4) $ 2,874,923

PRELIMINARY STATEMENT. The Depositor Seller intends to sell commercial the Mortgage Loans (as hereinafter identified) and the Cap Contract to the Purchaser on the terms and subject to the conditions set forth in this Agreement. The Purchaser intends to deposit the Mortgage Loans into a mortgage passpool comprising the Trust Fund. The Trust Fund will be evidenced by a single series of asset-through backed certificates designated as Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-WF1, Mortgage Pass-Through Certificates (the “Certificates”). The Certificates will consist of thirteen (13) classes of certificates. The Certificates will be issued pursuant to a Pooling and Servicing Agreement for Series 2006-WF1, dated as of August 1, 2006 (the “Pooling and Servicing Agreement”), among the Seller as sponsor, the Purchaser as depositor, Wxxxx Fargo Bank, N.A. (“Wxxxx Fargo”) as master servicer and securities administrator and HSBC Bank USA, National Association as trustee (the “Trustee”). The Purchaser will sell the Class A-1, Class A-2, Class A-3, Class A-4, Class A-0, Xxxxx X-0, Class M-1, Class M-2, Class M-3 and Class M-4 Certificates to Nomura Securities International, Inc. (“NSII”) and Citigroup Global Markets, Inc. (together with NSII, the “Underwriters”), pursuant to the Amended and Restated Underwriting Agreement between the Purchaser and NSII, dated July 1, 2006, and the Terms Agreement among the Purchaser and the Underwriters, dated August 29, 2006 (collectively, the "Certificates"“Underwriting Agreement”). Capitalized terms used but not defined herein shall have the meanings set forth in the Pooling and Servicing Agreement. Pursuant to the custodial agreement, dated as of August 1, 2006 (the “Custodial Agreement”), to be issued hereunder in multiple classes (eachamong the Trustee, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Wxxxx Fargo as servicer (the "Trust Fund"“Servicer”) to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans Wxxxx Fargo as custodian (the "Mortgage Loans"“Custodian”). As provided herein, the Trustee shall elect or shall cause an election intends to be made to treat have the Trust Fund (exclusive Custodian take possession of the Class A-2FL Regular InterestMortgages and Mortgage Notes, along with certain other documents specified in the Swap ContractCustodial Agreement, as the Floating Rate Accountcustodian of the Trustee, in accordance with the Excess Interest, the Excess Interest Distribution Account terms and the proceeds conditions thereof) for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated hereto agree as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and the Class LR Certificatesfollows:

PRELIMINARY STATEMENT. The Depositor intends is the owner of the Trust Fund (other than the Trust’s rights under the Swap Agreement) that is hereby conveyed to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause an election to be made to treat in return for the Certificates. The Trust Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account Agreement and the proceeds thereofassets held in the Supplemental Interest Account) for federal income tax purposes shall consist of four REMICs (referred to as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" “REMIC I,” “REMIC II,” “REMIC III” and the "Lower-Tier REMIC" as described herein“REMIC IV”). The parties intend that the portion terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein, except that: (1) there will be no Master Servicer and all references to the “Master Servicer” in the Standard Terms shall be deleted in their entirety, (2) there will be no Trust Fund representing Administrator and all references to the “Trust Administrator” in the Standard Terms shall refer to the “Trustee” with any duplicative references deleted in their entirety, (i3) any reference to “Servicers” in the Excess InterestStandard Terms shall refer to the “Servicer”, (4) there will be no Modification Oversight Agent and all references to the “Modification Oversight Agent” in Standard Terms shall be deleted in their entirety, (5) all Mortgage Loans will be “Non-Designated Mortgage Loans”, regardless of their designation in the Standard Terms and (6) all of the Prepayment Premiums are “Assigned Prepayment Premiums”. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the Excess Interest Distribution Account terms and provisions of this Series Supplement shall govern. All capitalized terms not otherwise defined herein shall have the proceeds thereof, meanings set forth in the Standard Terms. The Pooling and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will Servicing Agreement shall be treated dated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class date of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and the Class LR Certificates:this Series Supplement.

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II" and the REMIC Administrator will make a separate REMIC election with respect thereto. The Uncertificated REMIC II Regular Interests will be "regular interests" in REMIC II and the Class LR R-II Certificates will be the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC II Regular Interests will be designated as "REMIC III" and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A Certificates, Class II-A-1 Certificates, Class II-A-2 Certificates, Class II-A-3 Certificates, Class II-A-X Certificates, Class III-A Certificates, Class IV-A Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates and Class B-3 Certificates, will be "regular interests" in REMIC III and the Class R-III Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of this Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Balance, and for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests and the Class LR Certificates:will be certificated. INITIAL UNCERTIFICATED REMIC UNCERTIFICATED LATEST DESIGNATION I PASS-THROUGH RATE PRINCIPAL BALANCE POSSIBLE MATURITY(1) Uncertificated REMIC I Regular Interest I-A Variable (2) $ 65.34 February 25, 2037 Uncertificated REMIC I Regular Interest I-B Variable (2) $ 1,537.06 February 25, 2037 Uncertificated REMIC I Regular Interest II-A Variable (2) $ 826.95 February 25, 2037 Uncertificated REMIC I Regular Interest II-B Variable (2) $ 19,455.64 February 25, 2037 Uncertificated REMIC I Regular Interest III-A Variable (2) $ 257.26 February 25, 2037 Uncertificated REMIC I Regular Interest III-B Variable (2) $ 6,052.52 February 25, 2037 Uncertificated REMIC I Regular Interest IV-A Variable (2) $ 171.37 February 25, 2037 Uncertificated REMIC I Regular Interest IV-B Variable (2) $ 4,031.60 February 25, 2037 Uncertificated REMIC I Regular Interest ZZZ Variable (2) $310,735,579.26 February 25, 2037 Uncertificated REMIC I Regular Interest R-II Variable (2) $ 66.00 February 25, 2037

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular Interest, Mortgage Loans but excluding the Swap Contract, the Floating Rate Rounding Account, the Excess Interest, the Excess Interest Distribution Account Reserve Fund and the proceeds thereofInitial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein "REMIC I." The Uncertificated REMIC Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lowerdesignation, the REMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Amounts Balance, and per annum rates solely for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated LowerREMIC Regular Interests. None of the Uncertificated REMIC Regular Interests will be certificated. REMIC I PASS-Tier Interests and the Class LR Certificates:THROUGH INITIAL UNCERTIFICATED LATEST DESIGNATION RATE PRINCIPAL BALANCE POSSIBLE MATURITY(1) REMIC I Regular Interest V 5.00% $ 50,000,000.00 March 25, 2034 REMIC I Regular Interest W 5.25% $185,278,182.00 March 25, 2034 REMIC I Regular Interest X 5.50% $ 95,794,000.57 March 25, 2034 REMIC I Regular Interest Y 8.00% $ 28,527,818.00 March 25, 2034 REMIC I Regular Interest Z 0.00% $ 2,386,043.23 March 25, 2034 REMIC I IO Regular Interest (2) (3) March 25, 2034 ___________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein) under the federal income tax law. A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-0, Xxxxx X-0, Class A-3, Class A-4, Class A-5, Class A-6, Class A-7, Class A-8, Class A-9, Class A-10, Class A-11, Class M-1, Class M-2, Class M-3, Class B-1, Class B-2 and Class B-3 Certificates will be "regular interests" in REMIC II, and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass-Tier Through Rate, the initial Uncertificated Balance and, solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC I Regular Interests. None of the REMIC I Regular Interests and the Class LR Certificates:will be certificated. Uncertificated REMIC I Initial Uncertificated Latest Possible DESIGNATION PASS-THROUGH RATE PRINCIPAL BALANCE MATURITY DATE(1) ----------- ----------------- ----------------- ---------------- REMIC I Regular Interest X Variable(2) $83,469,712.51 June 25, 2028 REMIC I Regular Interest Y Variable(2) $41,883,993.00 June 25, 2028 REMIC I IO Regular Interest Variable(2) $(3) June 25, 2028 -----------------------------

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates has acquired the Mortgage Loans (collectivelydirectly in the case of certain Mortgage Loans and indirectly in the case of the remaining Mortgage Loans) from Xxxxxx Capital, the A Division of Xxxxxx Brothers Holdings Inc. ("CertificatesXxxxxx Capital"), and at the Closing Date owns the Mortgage Loans and the other property that it conveys to be issued the Trustee hereunder in multiple classes (each, a "Class"), which for inclusion in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder. On the Closing Date, the primary assets Depositor will acquire the Certificates from the Trust Fund, as consideration for its transfer to the Trust Fund of the Mortgage Loans and the other property constituting the Trust Fund. The Depositor has duly authorized the execution and delivery of this Agreement to provide for the conveyance to the Trustee of the Mortgage Loans and the other property constituting the Trust Fund. All covenants and agreements made by the Depositor, the Master Servicer and the Trustee herein with respect to the Mortgage Loans and the other property constituting the Trust Fund are for the benefit of the Certificate Insurer and Holders from time to time of the Certificates. The Depositor and the Master Servicer are entering into this Agreement, and the Trustee is accepting the Trust Fund created hereby, for good and valuable consideration, the receipt and sufficiency of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans")are hereby acknowledged. As provided herein, the Trustee shall elect or shall cause an election to be made to treat that the Trust Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) be treated for federal income tax purposes as two including six separate real estate mortgage investment conduits (each a "REMIC" or, in the alternative, the "Upper-Pooling REMIC," "REMIC 1," "REMIC 2," "REMIC 3," "REMIC 4," and "REMIC 5," respectively, REMIC 5 also being referred to as the "Upper Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion Class A1, Class A2, Class AIO, Class M1, Class M2, Class B, and Class X Certificates represent ownership of all of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC 5 (the LowerClass T5-Tier REMIC created hereunder. The 1, Class T5-2, Class T5-3, Class T5-4, Class T5-5, Class T5-6, Class T5-7, Class T5-8, Class T5-9, Class T5-10, Class T5-11, Class T5-12, Class T5-13, Class T5-14, Class T5-15, Class T5-16, Class T5-17, and Class T5-18 Interests), and the Class R5 Interest represents the sole Class class of "residual interestsinterest" in REMIC 5 for purposes of the REMIC Provisions. Each of the Class PR, Class R1, Class R2, Class R3, and Class R4 Certificates represents the sole class of "residual interest" in the LowerPooling REMIC, REMIC 1, REMIC 2, REMIC 3, and REMIC 4, respectively, for purposes of the REMIC Provisions. There are also two classes of uncertificated Pooling REMIC Regular Interests issued under this Agreement (the Class P-1 and Class P-2 Interests) each of which will constitute regular interests in the Pooling REMIC; four classes of uncertificated REMIC 1 Regular Interests issued under this Agreement (the Class T1-Tier 1, Class T1-2, Class T1-3 and Class T1-4 Interests), each of which will constitute regular interests in REMIC 1; eight classes of uncertificated REMIC 2 Regular Interests (the Class T2-1, Class T2-2, Class T2-3, Class T2-4, Class T2-5, Class T2-6, Class T2-7, and Class T2-8 Interests), each of which will constitute regular interests in REMIC 2; ten classes of uncertificated REMIC 3 Regular Interests (the Class T3-1, Class T3-2, Class T3-3, Class T3-4, Class T3-5, Class T3-6, Class T3-7, Class T3-8, Class T3-9 and Class T3-10 Interests), each of which will constitute regular interests in REMIC 3; and, sixteen classes of uncertificated REMIC 4 Regular Interests (Class T4-1, Class T4-2, Class T4-3, Class T4-4, Class T4-5, Class T4-6, Class T4-7, Class T4-8, Class T4-9, Class T4-10, Class T4-11, Class T4-12, Class T4-13, Class T4-14, Class T4-15, and Class T4-16) each of which will constitute regular interests in REMIC 4. The Pooling REMIC Regular Interests will be evidenced by held as assets of REMIC 1, the REMIC 1 Regular Interests will be held as assets of REMIC 2, the REMIC 2 Regular Interests will be held as assets of REMIC 3, the REMIC 3 Regular Interests will be held as assets of REMIC 4, and the REMIC 4 Regular Interests will be held as assets of REMIC 5. As used herein (i) each Component is "related" to the other Components of the same Component Group and to the Mortgage Pool having the identical numerical designation as such Component Group, (ii) each Component Group is "related" to the Mortgage Pool having the identical numerical designation, (iii) each Class X Certificate is "related" to the Mortgage Pool and Component Group having the identical numerical designation, and (iv) each of the Class LR CertificatesA1 and Class A2 Certificates is "related" to the Mortgage Pool having the identical numerical designation. The following table sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and (or describes) the Class LR Certificates:designation, Certificate Interest Rate, initial Class Certificate Principal Amount and minimum denomination for each Class of Certificates comprising the interests in the Trust Fund created hereunder. Certificate Initial Certificate Minimum

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II" and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A1 Certificates, Class I-A2-1 Certificates, Class I-A2-2 Certificates, Class I-A3-1 Certificates, Class I-A3-2 Certificates, Class II-A1 Certificates, Class II-A2 Certificates, Class I-M-1 Certificates, Class I-M-2 Certificates, Class I-M-3 Certificates, Class II-M-1 Certificates, Class II-M-2 Certificates, Class II-M-3 Certificates, Class I-B-1 Certificates, Class I-B-2 Certificates, Class I-B-3 Certificates, Class II-B-1 Certificates, Class II-B-2 Certificates and Class II-B-3 Certificates will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of this Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Balance, and for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests and the Class LR Certificates:will be certificated.

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-7A Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-12 Certificates, Class A-13 Certificates, Class A-14 Certificates, Class A-15 Certificates, Class A-16 Certificates, Class A-17 Certificates, Class A-18 Certificates, Class A-19 Certificates, Class A-20 Certificates, Class A-21 Certificates, Class A-22 Certificates, Class A-23 Certificates, Class A-24 Certificates, Class A-25 Certificates, Class A-26 Certificates, Class A-27 Certificates, Class A-28, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross- reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. Uncertificated REMIC I Pass-Tier Through Initial Uncertificated Latest DESIGNATION U Rate Principal Balance Possible Maturity(1) REMIC I Regular Interest O 8.00% $60,000,000.00 May 25, 2033 REMIC I Regular Interest P 8.00% $11,200,000.00 May 25, 2033 REMIC I Regular Interest Q 8.00% $60,000,000.00 May 25, 2033 REMIC I Regular Interest R 8.00% $84,000,000.00 May 25, 2033 REMIC I Regular Interest S 5.50% $344,347,343.78 May 25, 2033 REMIC I Regular Interest T 5.25% $40,000,000.00 May 25, 2033 REMIC I Regular Interest U 5.00% $40,000,000.00 May 25, 2033 REMIC I Regular Interest V 4.75% $40,000,000.00 May 25, 2033 REMIC I Regular Interest W 4.50% $68,000,000.00 May 25, 2033 REMIC I Regular Interest X 4.25% $40,000,000.00 May 25, 2033 REMIC I Regular Interest Y 4.00% $240,000,000.00 May 25, 2033 REMIC I Regular Interest Z 0.00% $2,869,793.25 May 25, 2033 REMIC I IO Regular Interests and the Class LR Certificates:(2) (3) May 25, 2033 -------------------

PRELIMINARY STATEMENT. On November 16, 2006 the Depositor formed Xxxxxxxxx Mortgage Securities Trust 2006-6, as a Delaware statutory trust (the “Trust”) pursuant to (i) the Trust Agreement, dated as of November 16, 2006 (the “Original Trust Agreement”), among the Depositor, the Trustee and the Delaware Trustee and (ii) a Certificate of Trust filed with the Secretary of State of the State of Delaware on November 16, 2006. The parties to this Agreement desire to amend and restate the Original Trust Agreement in its entirety, and, as evidenced by their signatures hereto, the Original Trust Agreement is hereby amended, restated and replaced in its entirety as of the date first written above by this Agreement. Through this Agreement, the Depositor intends to cause the issuance and sale of the Trust’s Mortgage Pass-Through Certificates, Series 2006-6 (the “Certificates”) representing in the aggregate the entire beneficial ownership of the Trust, the primary assets of which are the Mortgage Loans (as defined below). On or prior to the Closing Date, the Depositor acquired the Mortgage Loans from the Seller. On the Closing Date, the Depositor will sell the Mortgage Loans and certain other property to the Trust and receive in consideration therefor Certificates evidencing the entire beneficial ownership of the Trust. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Trust. The Certificates will consist of ten classes of certificates, designated as (i) the "Trust Fund"Class A-1 Certificates, (ii) to be created hereunderthe Class A-2 Certificates, (iii) the primary assets of which will be a pool of commercialClass A-X Certificates, multifamily (iv) the Class A-R Certificate, (v) the Class B-1 Certificates, (vi) the Class B-2 Certificates, (vii) the Class B-3 Certificates, (viii) the Class B-4 Certificates, (ix) the Class B-5 Certificates and manufactured housing community mortgage loans (x) the "Mortgage Loans")Class B-6 Certificates. As provided hereinFor federal income tax purposes, the Trustee shall elect or shall cause an election to be made to treat the Trust Fund (exclusive of the Class A-2FL Regular InterestAdditional Collateral, the Swap ContractYield Maintenance Agreement, the Floating Rate Auction Swap Agreement and the Yield Maintenance Account, the Excess Interestcollectively, the Excess Interest Distribution Account “Excluded Trust Assets”) is comprised of two REMICs in a tiered REMIC structure - the lower Tier REMIC (the “Lower Tier REMIC”) and the proceeds thereof) upper tier REMIC (the “Upper Tier REMIC”). Each Certificate, other than the Class A-R Certificate, shall represent ownership of a regular interest in the Upper-Tier REMIC, as described herein. In addition, the Class A-1 and Class A-2 Certificates represent the right to receive payments from the Yield Maintenance Account as provided in Section 5.09. The Class A-R Certificate represents ownership of the sole class of residual interest in each REMIC. The Holders of the Class A-1 and Class A-2 Certificates own the Yield Maintenance Account for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein)in proportion to their respective Certificate Principal Balances. The parties intend that Lower Tier REMIC will hold as its assets all of the portion of assets constituting the Trust Fund representing (iexclusive of the Excluded Trust Assets) and will issue interests (the Excess “Lower Tier Regular Interests”) (which will be uncertificated and will represent the regular interests in the Lower Tier REMIC) and a residual interest (the “LT-R Interest” and, together with the Lower Tier Regular Interests, the Excess Interest Distribution Account “Lower Tier Interests”) which will also be uncertificated and which will represent the proceeds thereofsole class of residual interest in the Lower Tier REMIC. The Trustee will hold the Lower Tier Regular Interests as assets of the Upper Tier REMIC. The Certificates, and (ii) other than the Class A-2FL Regular InterestA-R Certificate, will represent “regular interests” in the Swap ContractUpper Tier REMIC, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL CertificatesA-R Certificate, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests which will evidence "regular interests" represent the sole class of “residual interest” in the Lower-Upper Tier REMIC as well as ownership of the LT-R Interest. For purposes of the REMIC Provisions, the startup day is the Closing Date. All REMIC regular and residual interests created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC hereby will be evidenced by retired on or before the Class LR CertificatesLatest Possible Maturity Date. The following table sets forth specifies the Original Lowerdesignation, interest rate, and initial principal amount for each Lower Tier Interest: LT-Tier Principal Amounts and per annum rates of interest for the Uncertificated LowerA-1 (1) (2) X-0 XX-Tier Interests and the Class LR Certificates:X-0 (1) (2) A-2 LT-B-1 (1) (2) B-1 LT-B-2 (1) (2) B-2 LT-B-3 (1) (2) B-3 LT-B-4 (1) (2) B-4 LT-B-5 (1) (2) B-5 LT-B-6 (1) (2) B-6

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-12 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. DESIGNATION Uncertificated Initial Uncertificated Latest REMIC I Principal Balance Possible Maturity(1) Pass-Tier Through Rate REMIC I Regular Interest T 4.000% $100,356,000.00 October 25, 2033 REMIC I Regular Interest U 4.875% $ 4,564,000.00 October 25, 2033 REMIC I Regular Interest V 5.250% $119,139,584.42 October 25, 2033 REMIC I Regular Interest W 6.000% $ 83,387,000.00 October 25, 2033 REMIC I Regular Interest X 0.000% $ 22,178,000.00 October 25, 2033 REMIC I Regular Interest Y 7.500% $ 80,467,000.00 October 25, 2033 REMIC I Regular Interest Z 0.000% $ 2,100,265.65 October 25, 2033 REMIC I IO Regular Interests and the Class LR Certificates:(2) (3) October 25, 2033 -------------------

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "“Certificates"”), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). As provided herein, the Trustee shall elect or shall cause will make, in accordance with Section 9.12, an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of the Class A-2FL Regular Interestas defined herein), the Swap Contractand subject to this Agreement, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a “REMIC”) for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part “REMIC I.” The REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates “regular interests” in REMIC I and the Class A-2FL Certificates, respectivelyR-I Certificates will be the sole class of “residual interests” in REMIC I for purposes of the REMIC Provisions (as defined herein) under the federal income tax law. LOWER-TIER A segregated pool of assets consisting of the REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated I Regular Interests will evidence "be designated as “REMIC II,” and the Trustee will make, in accordance with Section 9.12, a separate REMIC election with respect thereto. The REMIC II Regular Interests will be “regular interests" ” in REMIC II and the LowerClass R-Tier REMIC created hereunder. The II Certificates will be the sole Class of "“residual interests" ” in REMIC II for purposes of the Lower-Tier REMIC Provisions. A segregated pool of assets consisting of the REMIC II Regular Interests will be evidenced by designated as “REMIC III” and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A, Class II-A-1, Class II-A-2, Class II-A-IO, Class III-A, Class IV-A, Class M-1, Class M-2, Class M-3, Class B-1, Class B-2 and Class B-3 Certificates will be “regular interests” in REMIC III, and the Class LR CertificatesR-III Certificates will be the sole class of “residual interests” therein for purposes of the REMIC Provisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the Original Lowerdesignation, the REMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Amounts and per annum rates Balance and, for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for the REMIC I Regular Interest. The REMIC I Regular Interests will not be certificated. REMIC I Regular Interest Designation REMIC I Pass-Through Rate Initial Uncertificated LowerPrincipal Balance Latest Possible Maturity Date(1) I-Tier Interests and the Class LR Certificates:GRP Variable (2) $ 21,867.34 July 25, 2035 II-SUB Variable (2) $ 1,191.75 July 25, 2035 II-GRP Variable (2) $ 23,833.35 July 25, 2035 III-SUB Variable (2) $ 96.57 July 25, 2035 III-GRP Variable (2) $ 1,929.77 July 25, 2035 IV-SUB Variable (2) $ 128.99 July 25, 2035 IV-GRP Variable (2) $ 2,579.49 July 25, 2035 ZZZ Variable (2) $ 502,046,817.87 July 25, 2035 _________________

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust entire segregated pool of assets described in the definition of REMIC I (as defined herein), and subject to this Agreement (including the Mortgage Loans but excluding the Reserve Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofInitial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-7A Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated REMIC II Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated Lower-Tier REMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests and the Class LR Certificates:will be certificated. Uncertificated REMIC I Pass- Initial Uncertificated Latest Designation Through Rate Principal Balance Possible Maturity(1) ----------- ------------ ------------------------ --------------------

PRELIMINARY STATEMENT. Through this Agreement, the Depositor intends to cause the issuance and sale of the HarborView Mortgage Loan Trust 2003-1 Mortgage Loan Pass-Through Certificates, Series 2003-1 (the “Certificates”) representing in the aggregate the entire beneficial ownership of the Trust, the primary assets of which are the Mortgage Loans (as defined below). The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), Certificates to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be Fund created hereunder. The Certificates will consist of nine classes of certificates, designated as (i) the primary assets of which will be a pool of commercialClass A Certificates, multifamily (ii) the Class A-R Certificate, (iii) the Class B-1 Certificates, (iv) the Class B-2 Certificates, (v) the Class B-3 Certificates, (vi) the Class B-4 Certificates, (vii) the Class B-5 Certificates, (viii) the Class B-6 Certificates and manufactured housing community mortgage loans (ix) the "Mortgage Loans")Class P Certificate. As provided hereinFor federal income tax purposes, the Trustee shall elect or shall cause an election to be made to treat that the Trust Fund (exclusive of Fund, other than the Class A-2FL Regular InterestP Distributable Amount, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E REMIC. Each Certificate, other than a Class P or Class A-R Certificate, represents ownership of Part I of subchapter J a regular interest in the REMIC for purposes of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectivelyREMIC Provisions. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests P Certificate will evidence "regular interests" represent an interest in the Lower-Tier Trust Fund but is not an interest in the REMIC created hereunder. The Class A-R Certificate represents ownership of the sole Class class of "residual interests" interest in the Lower-Tier REMIC created hereunder for purposes of the REMIC Provisions. For purposes of the REMIC Provisions, the startup day is the Closing Date. All REMIC regular and residual interests created hereby will be evidenced by retired on or before the Class LR CertificatesLatest Possible Maturity Date. The following table sets forth (or describes) the Class designation, Pass-Through Rate and Original Lower-Tier Class Certificate Principal Amounts and per annum rates Balance for each Class of interest Certificates (each of which, except for the Uncertificated LowerClass A-Tier Interests R Certificate and the Class LR Certificates:P Certificate, is hereby designated a REMIC regular interest for purposes of the REMIC Provisions) comprising the interests in the Trust Fund created hereunder: Class A $297,909,000.00 (1) Class A-R $100.00 (1) Class B-1 $4,613,000.00 (1) Class B-2 $1,999,000.00 (1) Class B-3 $1,230,000.00 (1) Class B-4 $615,000.00 (1) Class B-5 $615,000.00 (1) Class B-6 $617,654.00 (1) Class P (2) (2)

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the entire segregated pool of assets described in the definition of Trust Fund, and subject to this Agreement (including the Mortgage Loans but excluding the Initial Monthly Payment Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofYield Maintenance Agreement and any payments thereunder), as a real estate mortgage investment conduit (the "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC Regular I of subchapter J of the Code and that the beneficial interests therein Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-12 Certificates, Class A-13 Certificates, Class A-14 Certificates, Class A-15 Certificates, Class A-16 Certificates, Class A-17 Certificates, Class A-18 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated REMIC II Regular Interests Z will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated REMIC I Regular Interests Z. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table sets forth the Original Lowerdesignation, type, Pass-Tier Through Rate, aggregate Initial Certificate Principal Amounts Balance, Maturity Date, initial ratings and per annum rates certain features for each Class of interest for Certificates comprising the Uncertificated Lower-Tier Interests and interests in the Class LR Certificates:Trust Fund created hereunder.

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "“Certificates"”), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be Fund created hereunder. The Certificates will consist of eighteen classes of certificates, designated as (i) the primary assets of which will be a pool of commercialClass I-A-1 Certificates, multifamily (ii) the Class II-A-1 Certificates, (iii) the Class III-A-1 Certificates, (iv) the Class III-A-2 Certificates, (v) the Class III-A-3 Certificates, (vi) the Class M-1 Certificates, (vii) the Class M-2 Certificates, (viii) the Class M-3 Certificates, (ix) the Class M-4 Certificates, (x) the Class M-5 Certificates, (xi) the Class M-6 Certificates, (xii) the Class M-7 Certificates, (xiii) the Class M-8 Certificates, (xiv) the Class M-9 Certificates, (xv) the Class C Certificates, (xvi) the Class P Certificates, (xvii) the Class R Certificates and manufactured housing community mortgage loans (xviii) the "Mortgage Loans")Class R-X Certificates. As provided herein, the Trustee shall elect or shall cause an election to be made to treat the Trust Fund segregated pool of assets consisting of the Mortgage Loans and certain other related assets subject to this Agreement (exclusive of the Class A-2FL Regular InterestNet WAC Rate Carryover Reserve Account, any Servicer Prepayment Charge Payment Amounts, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Supplemental Interest Distribution Account Trust and the proceeds thereofInterest Rate Swap Agreement) as a REMIC for federal income tax purposes, and such segregated pool of assets shall be designated as “REMIC 1.” The Class R-1 Interest shall represent the sole class of “residual interests” in REMIC 1 for purposes of the REMIC Provisions (as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described defined herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC 1 Pass-Tier Through Rate, the initial Uncertificated Principal Balance and, for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for each of the REMIC 1 Regular Interests and (as defined herein). None of the Class LR Certificates:REMIC 1 Regular Interests shall be certificated. Designation Uncertificated REMIC 1 Pass-Through Rate Initial Uncertificated Principal Balance Latest Possible Maturity Date(1) I Variable(2) $ 30,972,781.64 March 25, 2037 I-1-B Variable(2) $ 1,763,627.50 March 25, 2037 I-2-B Variable(2) $ 4,077,756.25 March 25, 2037 I-3-B Variable(2) $ 5,166,618.75 March 25, 2037 I-4-B Variable(2) $ 6,251,531.25 March 25, 2037 I-6-B Variable(2) $ 8,379,368.75 March 25, 2037 I-7-A Variable(2) $ 9,407,707.50 March 25, 2037 I-7-B Variable(2) $ 9,407,707.50 March 25, 2037 I-8-B Variable(2) $ 10,402,878.75 March 25, 2037 I-10-B Variable(2) $ 12,208,612.50 March 25, 2037 I-11-A Variable(2) $ 12,174,213.75 March 25, 2037 I-11-B Variable(2) $ 12,174,213.75 March 25, 2037 I-12-B Variable(2) $ 11,816,630.00 March 25, 2037 I-13-B Variable(2) $ 11,469,546.25 March 25, 2037 I-14-A Variable(2) $ 11,132,648.75 March 25, 2037 I-14-B Variable(2) $ 11,132,648.75 March 25, 2037 I-16-B Variable(2) $ 10,503,636.25 March 25, 2037 I-18-B Variable(2) $ 9,916,742.50 March 25, 2037 I-19-B Variable(2) $ 9,628,268.75 March 25, 2037 I-20-B Variable(2) $ 9,345,112.50 March 25, 2037 I-21-B Variable(2) $ 9,110,521.25 March 25, 2037 I-23-B Variable(2) $ 20,057,117.50 March 25, 2037 I-24-B Variable(2) $ 18,574,012.50 March 25, 2037 I-25-B Variable(2) $ 17,185,571.25 March 25, 2037 I-26-A Variable(2) $ 10,130,828.75 March 25, 2037 I-27-A Variable(2) $ 7,468,213.75 March 25, 2037 I-27-B Variable(2) $ 7,468,213.75 March 25, 2037 I-29-B Variable(2) $ 6,953,491.25 March 25, 2037 I-30-A Variable(2) $ 6,709,785.00 March 25, 2037 I-30-B Variable(2) $ 6,709,785.00 March 25, 2037 I-32-B Variable(2) $ 6,247,792.50 March 25, 2037 I-33-B Variable(2) $ 6,028,926.25 March 25, 2037 I-34-A Variable(2) $ 5,817,643.75 March 25, 2037 I-34-B Variable(2) $ 5,817,643.75 March 25, 2037 I-35-B Variable(2) $ 5,613,227.50 March 25, 2037 I-36-B Variable(2) $ 5,416,421.25 March 25, 2037 I-37-B Variable(2) $ 4,126,081.25 March 25, 2037 I-38-A Variable(2) $ 4,584,952.50 March 25, 2037 I-38-B Variable(2) $ 4,584,952.50 March 25, 2037 I-39-B Variable(2) $ 4,424,483.75 March 25, 2037 I-40-B Variable(2) $ 4,269,643.75 March 25, 2037 I-41-A Variable(2) $ 4,120,245.00 March 25, 2037 I-41-B Variable(2) $ 4,120,245.00 March 25, 2037 I-42-A Variable(2) $ 3,976,098.75 March 25, 2037 I-42-B Variable(2) $ 3,976,098.75 March 25, 2037 I-43-A Variable(2) $ 3,837,017.50 March 25, 2037 I-43-B Variable(2) $ 3,837,017.50 March 25, 2037 I-44-A Variable(2) $ 3,702,816.25 March 25, 2037 I-44-B Variable(2) $ 3,702,816.25 March 25, 2037 I-45-A Variable(2) $ 3,573,330.00 March 25, 2037 I-45-B Variable(2) $ 3,573,330.00 March 25, 2037 I-47-A Variable(2) $ 3,327,831.25 March 25, 2037 I-47-B Variable(2) $ 3,327,831.25 March 25, 2037 I-48-A Variable(2) $ 3,211,510.00 March 25, 2037 I-48-B Variable(2) $ 3,211,510.00 March 25, 2037 I-49-A Variable(2) $ 3,099,268.75 March 25, 2037 I-49-B Variable(2) $ 3,099,268.75 March 25, 2037 I-50-A Variable(2) $ 2,990,968.75 March 25, 2037 I-50-B Variable(2) $ 2,990,968.75 March 25, 2037 I-51-B Variable(2) $ 2,886,467.50 March 25, 2037 I-52-A Variable(2) $ 2,785,677.50 March 25, 2037 I-52-B Variable(2) $ 2,785,677.50 March 25, 2037 I-53-B Variable(2) $ 2,688,380.00 March 25, 2037 I-54-B Variable(2) $ 2,594,495.00 March 25, 2037 I-55-A Variable(2) $ 2,503,937.50 March 25, 2037 I-55-B Variable(2) $ 2,503,937.50 March 25, 2037 I-56-B Variable(2) $ 2,416,542.50 March 25, 2037 I-57-A Variable(2) $ 2,332,235.00 March 25, 2037 I-57-B Variable(2) $ 2,332,235.00 March 25, 2037 I-58-A Variable(2) $ 2,254,488.75 March 25, 2037 I-58-B Variable(2) $ 2,254,488.75 March 25, 2037 I-60-B Variable(2) $ 2,100,285.00 March 25, 2037 I-61-A Variable(2) $ 2,026,921.25 March 25, 2037 I-61-B Variable(2) $ 2,026,921.25 March 25, 2037 I-62-A Variable(2) $ 1,956,132.50 March 25, 2037 I-62-B Variable(2) $ 1,956,132.50 March 25, 2037 I-63-B Variable(2) $ 1,887,825.00 March 25, 2037 I-64-B Variable(2) $ 1,821,783.75 March 25, 2037 I-65-B Variable(2) $ 1,758,126.25 March 25, 2037 I-66-A Variable(2) $ 1,696,772.50 March 25, 2037 I-66-B Variable(2) $ 1,696,772.50 March 25, 2037 I-67-B Variable(2) $ 1,637,571.25 March 25, 2037 I-68-A Variable(2) $ 45,673,872.50 March 25, 2037 I-68-B Variable(2) $ 45,673,872.50 March 25, 2037 ___________________

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust entire segregated pool of assets described in the definition of REMIC I (as defined herein), and subject to this Agreement (including the Mortgage Loans but excluding the Reserve Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofInitial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class I-A-1 Certificates, Class I-A-2 Certificates, Class I-A-3 Certificates, Class I-A-4 Certificates, Class I-A-5 Certificates, Class I-A-P Certificates, Class II-A-1 Certificates, Class II-A-2 Certificates, Class II-A-3 Certificates, Class II-A-4 Certificates, Class II-A-5 Certificates, Class II-A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates, Uncertificated Class I-A-V REMIC Regular Interests and Uncertificated Class II-A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class I-A-V Certificates and Class II-A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class I-A-V REMIC Regular Interests and the Uncertificated Class II-A-V REMIC Regular Interests, respectively. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated Lower-Tier REMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests and the Class LR Certificates:will be certificated. Uncertificated REMIC I Pass- Initial Uncertificated Latest Designation Through Rate Principal Balance Possible Maturity(1) ----------- ------------ ------------------------ -------------------- Uncertificated REMIC I 6.50% $ 250,026,000.00 May 25, 2031 Regular Interest U Uncertificated REMIC I 6.75% $ 350,014,100.00 May 25, 2031 Regular Interest V Uncertificated REMIC I 6.50% $ 9,069,649.75 May 25, 2031 Regular Interest W Uncertificated REMIC I 6.75% $ 12,722,718.39 May 25, 2031 Regular Interest X Uncertificated REMIC I 0.00% $ 22,237.34 May 25, 2031 Regular Interest Y Uncertificated REMIC I 0.00% $ 767,332.12 May 25, 2031 Regular Interest Z Uncertificated REMIC I Variable (2) N/A(3) May 25, 2031 Group I IO Regular Interests Uncertificated REMIC I Variable (2) N/A(3) May 25, 2031 Group II IO Regular Interests

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. UNCERTIFICATED INITIAL UNCERTIFICATED LATEST -REMIC-Tier I-PASS PRINCIPAL-BALANCE POSSIBLE-MATURITY(1) DESIGNATION THROUGH RATE REMIC I Regular Interest X 5.50% $ 255,362,255.21 October 25, 2017 REMIC I Regular Interest Y 5.50% $ 25,000,000.00 October 25, 2017 REMIC I Regular Interest Z 0.00% $ 259,556.41 October 25, 2017 REMIC I IO Regular Interests and the Class LR Certificates:Variable (2) N/A(3) October 25, 2017 ___________________

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust entire segregated pool of assets described in the definition of REMIC I (as defined herein), and subject to this Agreement (including the Mortgage Loans but excluding the Reserve Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofInitial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated LowerREMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be certificated. UNCERTIFICATED INITIAL UNCERTIFICATED LATEST -REMIC-Tier I-PASS PRINCIPAL-BALANCE POSSIBLE-MATURITY(1) DESIGNATION THROUGH RATE REMIC I Regular Interest 5.00% $ 62,179,429.00 November 25, 2031 S% REMIC I Regular Interest 8.50% $ 49,134,571.00 November 25, 2031 T% REMIC I Regular Interest 6.25% $ 20,000,000.00 November 25, 2031 V% REMIC I Regular Interest 6.50% $ 25,000,000.00 November 25, 2031 W% REMIC I Regular Interest 6.50% $ 27,754,095.06 November 25, 2031 X% REMIC I Regular Interest 6.50% $ 74,000,000.00 November 25, 2031 Y% REMIC I Regular Interest 0.00% $ 694,099.65 November 25, 2031 Z Variable (2) REMIC I Variable (2) N/A(3) November 25, 2031 IO Regular Interests and the Class LR Certificates:R-1 6.50% $ 100.00 November 25, 2031 -------------------

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of the Class A-2FL Regular Interestas defined herein), the Swap Contractand subject to this Agreement, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein "REMIC I." The Uncertificated REMIC Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the Lower-Tier REMIC created hereunder. The Class R I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lowerdesignation, the REMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Amounts Balance, and per annum rates solely for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated LowerREMIC Regular Interests. None of the Uncertificated REMIC Regular Interests will be certificated. REMIC I PASS-Tier THROUGH INITIAL UNCERTIFICATED LATEST DESIGNATION RATE PRINCIPAL BALANCE POSSIBLE MATURITY(1) REMIC I Regular Interest 5.75% $ 44,545,000.00 September 25, 2034 U REMIC I Regular Interest 5.00% $ 82,895,845.00 September 25, 2034 V REMIC I Regular Interest 5.25% $ 82,895,845.00 September 25, 2034 W REMIC I Regular Interest 7.50% $ 59,211,310.00 September 25, 2034 X REMIC I Regular Interest 5.75% $ 38,503,672.97 September 25, 2034 Y REMIC I Regular Interest 0.00% $ 2,953,700.82 September 25, 2034 Z REMIC I IO Regular (2) (3) Interests and the Class LR Certificates:___________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the a trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall will elect or shall cause an election to be made to treat the Trust Fund segregated pool of assets consisting of all of the Mortgage Loans (exclusive of that portion of the Class A-2FL Regular interest payments thereon that constitute Additional Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account ) and the proceeds thereof) certain other related assets subject to this Agreement as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as "REMIC I." The Class R-I Residual Interest will represent the sole class of "residual interests" in REMIC I for purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofREMIC Provisions under federal income tax law, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates R-I Certificates. As provided herein, the Trustee will elect to treat the segregated pool of assets consisting of all of the REMIC I Regular Interests as a REMIC for federal income tax purposes, and the Class A-2FL Certificates, respectivelysuch segregated pool of assets will be designated as "REMIC II". LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx XR-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests II Certificates will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in REMIC II for purposes of the Lower-Tier REMIC Provisions under federal income tax law. For federal income tax purposes, each Class of the Regular Certificates will be evidenced by designated as a separate "regular interest" in REMIC II for purposes of the Class LR CertificatesREMIC Provisions under federal income tax law. The following table sets forth the Original Lower-Tier Class or Component designation, the corresponding REMIC I Regular Interest (the "Corresponding REMIC I Regular Interest"), the REMIC I Principal Amounts and per annum rates Balance, the Corresponding Components of interest for the Uncertificated Lower-Tier Interests Class X Certificates and the Original Class LR Principal Balance for each Class of Sequential Pay Certificates (the "Corresponding Certificates:"). Corresponding Corresponding Original Class REMIC I REMIC I Components of Corresponding Principal Regular Principal Class X Certificates Balance Interests (1) Balance Certificates (1) Class A-2 $97,857,000 LA-2-1 $14,931,000 X-A-2-1 LA-2-2 $41,500,000 X-A-2-2 Corresponding Corresponding Original Class REMIC I REMIC I Components of Corresponding Principal Regular Principal Class X Certificates Balance Interests (1) Balance Certificates (1) LA-2-3 $41,426,000 X-A-2-3 Class A-3 $120,974,000 LA-3-1 $5,974,000 X-A-3-1 LA-3-2 $94,000,000 X-A-3-2 LA-3-3 $21,000,000 X-A-3-3 Class A-4 $559,033,000 LA-4-1 $30,133,000 X-A-4-1 LA-4-2 $45,900,000 X-A-4-2 LA-4-3 $483,000,000 X-A-4-3 Class B $41,951,000 LB $41,951,000 X-B Class C $46,011,000 LC $46,011,000 X-C Class D $10,826,000 LD $10,826,000 X-D Class E $18,945,000 LE $18,945,000 X-E Class F $17,592,000 LF-1 $8,318,000 X-F-1 LF-2 $9,274,000 X-F-2 Class G $17,593,000 LG-1 $11,593,000 X-G-1 LG-2 $6,000,000 X-G-2 Class H $18,945,000 LH-1 $14,945,000 X-H-1 LH-2 $4,000,000 X-H-2 Class J $16,239,000 LJ-1 $13,039,000 X-J-1 LJ-2 $3,200,000 X-J-2 Class K $5,413,000 LK $5,413,000 X-K Class L $8,120,000 LL $8,120,000 X-L Class M $13,532,000 LM $13,532,000 X-M Class N $5,413,000 LN $5,413,000 X-N Class O $16,239,757 LO $16,239,757 X-O

PRELIMINARY STATEMENT. Terms used but not defined in this Preliminary Statement shall have the meanings specified in Article I hereof. The Depositor intends to sell commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (Trust Fund consisting primarily of the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily Mortgage Loans and manufactured housing community mortgage loans (the "Mortgage Loans")Certificates. As provided herein, the Trustee shall will elect or shall cause an election to be made to treat that the Trust Fund (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof) be treated for federal income tax purposes as two separate real estate mortgage investment conduits (within the meaning of the Code. The Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class X-1 and Class X-2 Certificates will be designated as the "regular interests," and the R Certificate will be designated as the "residual interest," in the Upper-Tier REMIC" and REMIC for purposes of the "Lower-Tier REMIC" as described herein)REMIC Provisions under federal income tax law. The parties intend that the portion of the Trust Fund representing (i) the Excess InterestClass AL, the Excess Interest Distribution Account Class BL, Class CL, Class DL, Class EL, Class FL, Class GL, Class AR-L and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof X-1L Interests will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole and the Class of LR Certificate will be designated as the "residual interestsinterest" in the Lower-Tier REMIC will be evidenced by for purposes of the Class LR CertificatesREMIC Provisions under federal income tax law. The following table sets forth forth, to the Original Lowerextent applicable, the Class designation, initial Certificate Principal Amount and Pass-Through Rate for each Class of Certificates comprising the interests in the Upper-Tier REMIC created hereunder. Initial Certificate Pass-Through Designation Principal Amounts and per annum rates of interest for the Uncertificated Lower-Tier Interests and the Class LR Certificates:Amount Rate ----------- ---------------- ------------

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion such segregated pool of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof assets will be treated designated as a grantor trust under subpart E of Part "REMIC I." The Uncertificated REMIC I of subchapter J of the Code and that the beneficial interests therein Regular Interests will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated Lower-Tier REMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests and the Class LR Certificates:will be certificated. DESIGNATION UncertificatedInitial Uncertificated Latest REMIC I Pass- Principal BalancePossible Maturity(1) Through Rate REMIC I Regular Interest T 7.60% $75,000,000.00 July 25, 2018 REMIC I Regular Interest U 0.6666666% $71,226,131.00 July 25, 2018 REMIC I Regular Interest V 0.00% $9,996,650.00 July 25, 2018 REMIC I Regular Interest W 7.60% $41,535,219.00 July 25, 2018 REMIC I Regular Interest X 7.60% $2,175,000.00 July 25, 2018 REMIC I Regular Interest Y 4.75% $2,229,316.00 July 25, 2018 REMIC I Regular Interest Z 0.00% $437,559.00 July 25, 2018 REMIC I IO Regular Interests (2) (3) July 25, 2018 ___________________

PRELIMINARY STATEMENT. The Depositor Company intends to sell commercial mortgage passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund entire segregated pool of assets described in the definition of REMIC I (exclusive of as defined herein), and subject to this Agreement (including the Class A-2FL Regular InterestMortgage Loans but excluding the Initial Monthly Payment Fund), the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofas a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMICREMIC I." and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Uncertificated REMIC I Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof Interests will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in REMIC I and the LowerClass R-Tier REMIC created hereunder. The I Certificates will be the sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC Provisions (as defined herein). A segregated pool of assets consisting of the Uncertificated REMIC I Regular Interests will be evidenced by designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9 Certificates, Class A-10 Certificates, Class A-11 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class LR CertificatesR-II Certificates will be the sole class of "residual interests" therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the Uncertificated Class A-V REMIC Regular Interests. The terms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the Original Lower-Tier Principal Amounts and per annum rates of interest for designation, the Uncertificated Lower-Tier REMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests and the Class LR Certificates:will be certificated. Uncertificated REMIC I Pass- Initial Uncertificated Latest Designation Through Rate Principal Balance Possible Maturity(1) ----------- ------------ ------------------------ -------------------- Uncertificated REMIC I 6.75% $102,850,000.00 July 25, 2031 Regular Interest R Uncertificated REMIC I 6.75% $79,850,000.00 July 25, 2031 Regular Interest S Uncertificated REMIC I 6.75% $541,087,674.97 July 25, 2031 Regular Interest T Uncertificated REMIC I 0% $1,084,183.00 July 25, 2031 Regular Interest V Uncertificated REMIC I Variable (2) N/A(3) July 25, 2031 IO Regular Interests ____________________

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage asset-backed pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class")twenty-three classes, which in the aggregate will evidence the entire beneficial ownership interest in the trust fund Mortgage Loans (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"as defined herein). REMIC I ------- As provided herein, the Trustee shall elect or shall cause REMIC Administrator will make an election to be made to treat the Trust Fund segregated pool of assets consisting of the Group I Loans and certain other related assets (exclusive of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofReserve Fund) subject to this Agreement as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC" as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereofpurposes, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof such segregated pool of assets will be treated designated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWER-TIER "REMIC I." The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx XR-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests I Certificates will evidence "regular interests" in represent the Lower-Tier REMIC created hereunder. The sole Class class of "residual interests" in REMIC I for purposes of the Lower-Tier REMIC will be evidenced by the Class LR CertificatesProvisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the Original Lower-Tier designation, remittance rate (the "Uncertificated REMIC I Pass- Through Rate") and initial Uncertificated Principal Amounts and per annum rates Balance for "regular interest" in REMIC I (the "REMIC I Regular Interest"). The "latest possible maturity date" (determined solely for purposes of interest satisfying Treasury regulation Section 1.860G-1(a)(4)(iii)) for the REMIC I Regular Interest shall be the 360th Distribution Date. The REMIC I Regular Interest will not be certificated. UNCERTIFICATED REMIC I UNCERTIFICATED REMIC I LATEST POSSIBLE DESIGNATION PASS-THROUGH RATE PRINCIPAL BALANCE MATURITY DATE ----------- ----------------- ----------------- ------------- REMIC I Regular Variable(1) $400,001,669.31 November 25, 2033 Interest A _______________ (1) Calculated as provided in the definition of Uncertificated LowerREMIC I Pass-Tier Interests Through Rate. REMIC II -------- As provided herein, the REMIC Administrator will make an election to treat the segregated pool of assets consisting of the Group II Loans and certain other related assets (exclusive of the Reserve Fund) subject to this Agreement as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as "REMIC II." The Class LR Certificates:R-II Certificates will represent the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions under federal income tax law. The following table irrevocably sets forth the designation, remittance rate (the "Uncertificated REMIC II Pass-Through Rate") and initial Uncertificated Principal Balance for the "regular interest" in REMIC II (the "REMIC II Regular Interest"). The "latest possible

PRELIMINARY STATEMENT. The Depositor intends to sell commercial mortgage pass-through certificates (collectivelyIn exchange for the Certificates, the "Certificates"), Depositor hereby conveys the Trust Estate to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence Trustee to create the entire beneficial ownership interest in the trust fund (the "Trust Fund") to be created hereunder, the primary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans")Trust. As provided herein, the Trustee shall elect or shall cause will make an election to be made to treat the Trust Fund (exclusive segregated pool of assets consisting of the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account, the Excess Interest, the Excess Interest Distribution Account Mortgage Loans and the proceeds thereofcertain other related assets subject to this Agreement as a real estate investment conduit (a "REMIC") for federal income tax purposes purposes, and such segregated pool of assets will be designated as two separate real estate mortgage investment conduits (the "Upper-Tier REMIC" and the "Lower-Tier REMIC." as described herein). The parties intend that the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof, and (ii) the Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code and that the beneficial interests therein will be represented by the Class S Certificates and the Class A-2FL Certificates, respectively. LOWERUncertificated Lower-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Tier Interests will evidence represent the "regular interests" in the Lower-Tier REMIC created hereunderfor purposes of the REMIC Provisions. The Class 1-A-LR Certificate will represent the sole Class class of "residual interests" in the Lower-Tier REMIC for purposes of the REMIC Provisions. The Trustee will make another election to treat the Uncertificated Lower-Tier Interests as another REMIC for federal income tax purposes, and such segregated pool of assets will be evidenced by designated as the "Upper-Tier REMIC." The Senior Certificates (other than the Class 30-IO, Class 30-PO, Class 1-A-LR and Class 1-A-R Certificates) and the Class B Certificates are referred to collectively as the "Regular Certificates" and shall constitute "regular interests" in the Upper-Tier REMIC for purposes of the REMIC Provisions. The Class 1-IO, Class 2-IO, Class 1-PO and Class 2-PO Components (collectively, the "Components") shall also constitute "regular interests" in the Upper-Tier REMIC for purposes of the REMIC Provisions. The Class 30-IO and Class 30-PO Certificates will together represent the undivided ownership of the Class IO Components and the Class PO Components, respectively. The Class 1-A-R Certificate shall be the "residual interest" in the Upper-Tier REMIC for purposes of the REMIC Provisions. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the REMIC Certificate Maturity Date. LOWER-TIER REMIC ---------------- The following table sets forth the Original designation, the Lower-Tier Principal Amounts REMIC Rate and per annum rates the initial uncertificated principal balance or notional balance of interest for such interest. None of the Uncertificated Lower-Tier Interests and the Class LR Certificates:will be certificated. Uncertificated Lower-Tier Interest or Uncertificated Initial Corresponding Upper-Tier Certificate Designation Lower-Tier REMIC Rate Uncertificated Balance Class, Classes, or Component ------------------------- --------------------- ---------------------- ----------------------------